How to Care for Your Friendly Neighborhood Spider-Man
by danniperson
Summary: Peter Parker lost his parents. Then he lost his aunt and uncle. Then he lost his normality. On a chance encounter, he is given the opportunity for a new and better life under the care and tutelage of Captain America. To accept this opportunity, he has to make a promise and it's a promise he's not sure he can keep. AU. Slash. SR/TS. Other warnings inside.
1. Chapter 1

WARNINGS: slash. Mild language and violence. Referenced/implied child abuse and childhood sexual abuse.

* * *

Mr. Parsons didn't notice the figure creeping along the ceiling above him. He didn't notice it over his late night whiskey. He didn't notice it as he mumbled and grumbled, shuffling down the hallway.

But it noticed him. It had taken notice to him months ago, and tonight Mr. Parsons was going to get what was coming to him.

* * *

Natasha Romanoff laughing was a sight to behold and Bruce Banner's own laughter died away, amusement fading into awe as he sat back and watched her. He'd seen her smirk, had heard her snort, but actual laughter was unheard of. It was a quiet, breathy laugh that was both charming and sexy. She was a sexy woman, granted, and tonight she'd played up her good looks. Red curls were pinned back skillfully, a few silken strands hanging around her face and one straight down her back. Her black dress was low cut, cleavage temptingly on display, but Bruce was being a gentleman and keeping his gaze on her lovely face. And if more time was spent admiring her full, red lips, he could hardly be blamed.

There was a faint pink tinge to her cheeks and she bit the inside of her mouth, humming as she fought to control her laughter, humor still dancing in her green eyes. Shimmering green gems that slid to the window beside them, slender fingers plucking up the stem of her wineglass, gracefully swallowing the last drop. Bruce chuckled, grinning goofily as he gulped down his own.

"You didn't have to stop," he told her.

Natasha smirked, which was just as nice, and gently nudged him with her foot under the table.

* * *

Mr. Parsons's hand came to rest on a doorknob midway down the hall. The figure slid silently across the ceiling. Mr. Parsons waited, leaning in to press his ear to the door. The figure didn't need to be that close to hear the snoring from within. Mr. Parsons snickered and twisted the knob. "Ready or not, Calvin...Here I come."

The door opened and Mr. Parsons was slipping inside. The figure above him, meanwhile, was frantically pulling at his hands. "Oh man, oh man," he muttered. "Don't be stuck, don't be stuck, don't be st-"

The figure fell to the floor hard with a pitiful, "Omph...Ow!"

* * *

Bruce paid the bill and left a tip, shooting up and clumsily banging his hip into the table as he went around to grab Natasha's coat. Red lips curled up fondly as she gracefully slid out of her seat, letting him help her into her coat. "I'd give you the speech about my capabilities in regards to putting on a coat, but that is just darned sweet."

Bruce turned pink and his hand made an aborted movement upwards, as if to fiddle with his glasses or scratch the back of his head as he was prone to do. "I also know better," he said after a moment. "No one would ever accuse you of needing help."

"No, they wouldn't," Natasha agreed. "Not if they're as smart as you."

Bruce snorted. "They don't have to be that smart. Working brain is all it requires, really."

"Dr. Banner!" she exclaimed. "Are you gloating? I never thought you'd be anything other than absolutely humble."

"Not gloating," he smiled, keeping to her side as they walked out of the restaurant. "I can still acknowledge my own intelligence. I wouldn't call that arrogance."

"Good. The world can only handle one Tony Stark," she teased, sliding her hand into his. A brief expression of surprise and he gave her a squeeze, stride unhurried as they headed home.

Mr. Parsons had one hand over Calvin's mouth, straddling him on the bed when the door burst open. Mr. Parsons cursed, scrambling off the bed. Calvin shot up, shoving himself against the headboard, brown eyes big and round on the open door. A small figure in red and blue crawled in.

"What the ever loving - " Mr. Parsons said. "Thought I locked that door."

"You did," the figure assured him, hopping to his feet.

"What in carnation are you supposed to be?" demanded Mr. Parsons, scowling at him. "One of them hero wannabes. Hmmm? What do you think you're doing in my home, Mr. Hero? There are children here!"

"Yeah, there are," agreed the figure. "And Spider-Man is here to help. Them."

"Spider-Man?" Mr. Parsons demanded incredulously. Spider-Man and Calvin started at the loud noises Mr. Parsons made, at first thought to be angered wailing or horrified sobs, but in reality were body-shaking guffaws that brought tears to his eyes and reddened his face. "Spider-Man! What, son, you got a legion of creepy-crawlies you gonna send in after me?"

"No," Spider-Man said, shaking his head. "Just me."

* * *

"So you're not a ninja?" Bruce asked.

Natasha shook her head. "I've never actually had to play that role before. You think I could?"

"Oooh yeah," Bruce assured her. "You've never been inte-"

A loud bang sounded behind them, and they and the others sharing the sidewalk spun around to look. A door had busted off its hinges and a man was being thrown into the street, a costumed figure following him out.

Natasha sighed. "This was not the ending I'd hoped for, for our fist date."

Bruce was nodding, hesitating where he stood as she went to intervene. He doubted this would be a Code Green situation. The attacker was small and his costume was shabby. No weapons that Bruce could see, though he was throwing some sort of string with his hands. His brows furrowed as he watched, then, "Wait. What did you hope for?"

Natasha wasn't listening. Her foot connected with the back of the neck of the criminal who immediately collapsed. The victim was getting up, darting aside as a cab blared its horn at him, braking hard. Mr. Parsons waved at the cabbie as he hopped back onto the sidewalk, hands wringing at his chest. "Strong little bugger. Much obliged, ma'am!"

"Are you okay, sir?" Natasha asked, kneeling down beside the assailant. She was patting him down for weaponry, checking his pulse, never staying still or in one position, in case the man was only playing at being out.

"Fine, fine. Caught me by surprise, is all. Stronger than he looks, swear it," the man was muttering. "Damn Spider-Fella done broke my door!"

Natasha rolled the attacker onto his back, reaching for his mask. "Spider-Fella?"

"Spider-Man," called out a squeaky voice. Natasha glanced up to the doorway where several young boys stood. The youngest looked to be about five, the oldest sixteen. The speaker was probably ten, a little boy with wild blond curls and wire glasses.

"Spider-Man?" Bruce asked, walking through the growing crowd towards the boys. "What did he do?"

"He threw Mr. Parsons downstairs!" cried a six year old enthusiastically.

"Scary," muttered the five year old.

"Broke in trynna hurt my charges," Mr. Parsons accused.

"Nuh uh!" shouted the blond. Mr. Parsons shot him a quelling boy that turned the boy's face white. Bruce and Natasha exchanged a look, and the doctor was stepping closer to the children. They were all in their pajamas, nervously huddling closer together. The five year old ducked under the arms of the others and scurried back inside. The oldest stepped to the left, putting himself more to the front of the others.

"No? What's your name?"

The boy shook his head.

"This is Calvin." said the teenager. He was tall and chubby with big teeth and acne. His small gray eyes flitted around, muscles in his face twitching, limbs jerking as if half ready to grab the others and make a run for it. Bruce nodded at him, trying to look reassuring as he knelt down a few feet in front of the young boy.

"Okay, Calvin. If Spider-Man wasn't hurting you, what was he doing?"

Calvin shook his head again, vigorously now.

The sixteen year old looked warily at Mr. Parsons who was glowering at him. Bruce looked to the young man and waited until he had his attention. "What's your name?"

He gulped. "Uhh...Jeff. My name is Jeff."

"Okay, Jeff. Do you know what happened?"

"I didn't see anything," Jeff admitted. "But...Well, I think Mr. Parsons might have been hurting Calvin. And Spider-Man was trying to help."

"Why you little - " Mr. Parsons growled. "Lies! Always lying, that one. Bunch of orphaned boys...can hardly help it. Not to blame, not to blame at all, but with what brought them to me, well. What do you expect? The system just breeds little good-for-nothings."

Natasha was walking methodically towards Mr. Parsons who glanced at her uneasily. "Surely you know, they'd hardly let me watch after a bunch of young boys if there was any funny business! Mistake, all just a mistake. Tell them, Calvin. Tell them what Spider-Man was doing."

"Spider-Man was helping us!" Calvin spat out bravely. At Mr. Parsons's howl, Calvin shrank back, Jeff shoving him behind his taller body and moving down one of the steps, pale as his house-brothers, eyes dark and huge. He trembled, wearing fear and determination in equal measure.

"I was trying to save you, and this is how you repay me!" Mr. Parsons shouted. He crumpled to the ground as soon as he finished, Natasha standing behind him with a bland look. She quirked her eyebrows at the group of boys, resting her hands on her hips.

"Why don't we start from the beginning?"

* * *

Tony was cold. He was too tired to do anything about it. The movie he'd been watching was back at the menu screen, and he couldn't tell if he'd been asleep and was waking up or if he'd been this close to being asleep without ever actually getting there. Tony hummed and curled up a bit more into the couch cushions. It might have been a few minutes or a half hour, but in his world it was seconds before the coldness was fleeing and warmth surrounded him. A soft, thick blanket around him and smooth lips against his forehead. He wanted to grab him, tug him back, but his arms were too heavy. He tried to say his name instead, but his lips barely moved. "Sssssmmmmnnn."

Steve chuckled quietly. "Do you want to go to bed, Tony?"

"Nnnnmmmm."

Steve didn't say anything, but he understood. Steve was much better than a blanket as he leaned over, gracefully maneuvering himself onto the couch behind Tony. Strong arms slid around him, pulling him against a warm, hard chest. Tony whimpered when cool air was let in, but Steve was only moving the blanket enough to cover them both. Steve nuzzled beneath his ear, offering his jaw a chaste kiss. Tony was content and as he let out a sigh, fell asleep.

It couldn't have been much later that the lights overhead came on and the door was bursting open. It was only another few seconds to Tony. Steve was up before he could blink and all of the warmth of his husband and the blanket were gone and Tony rolled over right onto the floor. The shock got his heart racing, gears in his mind starting to turn. "Goddamn it," he muttered, grabbing the coffee table and pushing himself to his feet. He was dizzy and confused, blinking rapidly as Steve moved swiftly across the room.

"What happened?" Steve asked.

"Kid was attacked," Bruce said. He was carrying a bundle in his arms. A big bundle that had him moving slowly and awkwardly, hunched back beneath the weight.

"By who?"

"...Natasha," Bruce said. "To be fair, we thought he was the bad guy at first."

"Oh?"

"He was attacking...well...the actual bad guy," Bruce shook his head. "It's a long story, Steve. I'm going to take him to my lab, fix him up. And..."

"And?" prompted Steve.

"We need to figure out what to do with him," Bruce said. "He's...enhanced."

"Oh," Steve said. "Here." Tony rubbed his eyes, watching as his husband took the unconscious form from Bruce. Attack had done a fair job in bringing him back to Earth, enhanced waking him even still.

"Whoa, wait, what?" Tony said, joining them.

"How old is he, do you think?" Steve asked, frowning. "He's awfully small."

"I'm not sure. Here," he said, reaching for his mask, but Steve jerked his body to the side. Bruce shot him a questioning look. Tony moved closer to his husband.

"He clearly wants to keep his identity hidden, we should respect that," Steve said. "If he was helping, as you say, that's the least we can do."

"He was," Bruce sighed. "Natasha stayed back there. It was this man who runs a boy's home. He's been...abusing them, we think. She's waiting with the kids until the authorities show up."

"Oh man," Steve sighed and Tony was shaking his head.

"You think he was one of them? One of the kids in the home?" Tony asked.

"It would make sense," Bruce said, leading them off to the elevators and up to his laboratory. Once there, he cleared off the cot he usually used when he was working late and motioned towards it. The cot was a useful thing to have when Bruce had to turn his lab into a doctor's office. Steve set down Spider-Man and pulled up a chair beside him. Tony was rubbing his face again, blinking wearily at the scene. He stepped closer, studying the small body.

"He's skinny," Tony pointed out. "Probably made the outfit himself. What does he do? Something with spiders, right? Let me guess...He talks to spiders. He has a fondness for spiders. I wants to be a spider."

"Not sure," Bruce said, kneeling down beside the cot and checking his pulse, at his wrist and his neck. "We didn't see much, just him throwing the house manager down and throwing something at him. It looked like string, or wire. I didn't think to look at it, but I'll ask Natasha if she can bring some back with her." He reached for the mask, but Steve grabbed his wrist and shook his head.

"Steve, you can't be serious," Tony said.

"I won't take it all the way off, I just want to check the back of his neck and head," Bruce appeased. "That's where she hit him, and she hits pretty hard."

Steve considered him then let go, nodding. Bruce rolled up the mask to just beneath his nose and stuck his hand beneath his neck, feeling for bumps and breaks or other abnormalities. To get to the back of his head, he slid his hand beneath the mask and felt around, but kept to his word not to remove more than was necessary.

What they'd revealed of his face, his jaw and his mouth, was enough.

"Steve!" Tony cried, waving at the figure on the cot. He was young. Early teens, if that. Steve just shot him a look and shook his head. The way he sat in the chair told them how serious he was. He was settling in for the long haul, determined to keep watch over their young friend. Tony had seen that look on his husband enough to sigh in defeat, shuffling his feet moodily.

* * *

It was early in the morning, still dark, when Natasha returned to headquarters, marching towards the elevator when she heard voices in the kitchen. She redirected herself, creeping silently outside the doorway. Tony was muttering about Steve's stubbornness and she stepped silently in to join them. Neither noticed her until she poured herself a cup of coffee. Bruce jumped, sloshing water onto his shirt. Tony nearly fell off his barstool, caught himself, then groaned and dropped his head to the island counter.

"You're trying to give me a heart attack, Romanoff," Tony accused.

"Here's to hoping," she muttered. "How's the kid?"

"Unconscious, but I don't think there's any real damage. I'm surprised he hasn't roused, but I won't worry just yet," Bruce explained.

"Cap still guarding his virtue?" she asked.

"And his identity, yes," Tony muttered.

"Surprise, surprise," Natasha snorted. "He's more than likely from the group home. I'd put money on his being a minor."

"Oh, he is," Bruce assured her.

"So what does Steve think he's doing?" she demanded.

"Oh, you know. Playing hero," Tony sighed, gulping down the rest of his own coffee. "Did you bring us back any goodies?"

Natasha nodded and reached into her coat pocket, pulling out a plastic bag with the sticky string she'd picked from the street. Tony rubbed his hands together eagerly. "You boys are going to love this."

She pulled the string out with tweezers and set it on top of the bag on the counter. The men blinked at it. Bruce leaned in, straightening his glasses while Tony threw his head back, then just as quickly leaned in closer to it. Natasha watched and waited patiently as Bruce grabbed the tweezers, lifting the string and letting it fall back. Poking at it. Nudging it. Tony held up his phone, directing FRIDAY to do scans.

"It's webbing, isn't it?" Tony muttered. "It is. Spider. Man. Spider-Man. Spider-Man attacking perverts with his spiderwebs. Classy stuff."

Bruce carefully went about lowering the sample back into the bag, but an edge of it caught on the side of his finger, clinging. Bruce rubbed at the edge of the bag to shake it off. "I'll be damned."

"To the laboratory!" Tony announced, throwing his pointer finger into the air. "Mine, not yours. I can't work under Steve's stink eye."

* * *

Author's Note: This exists in some world somewhere between the comics and the movies. Obviously Peter Parker's backstory will differ. I'll be borrowing elements from movies and the comics (mostly movies), and coming up with my own and developing whatever works best. I hope you enjoy, please let me know how I'm doing!


	2. Chapter 2

Peter's head hurt. Oh, he thought his head had hurt before, various migraines and headaches and those few times he'd taken a baseball to the head. That was nothing. Cake walk. All marshmallows and rainbows. The days of baseballs in the head were the good old days, fond memories of a time when his skull didn't feel like it was being stabbed repeatedly by a knife covered in fire and poison and someone was flicking the knife to make it vibrate in his brain. That throbbing was really doing him in. Really. If this was death, then death sucked.

"Ow," he whined, pulling the pillow out from under his head to cover his face.

"You're awake," said a voice. "How are you feeling?"

"Ooowwww," Peter reiterated. The voice was familiar, but he couldn't place who it was. It wasn't Mr. Parsons, and that was good enough for him.

Mr. Parsons!

"Oh man!" Peter said, trying to get up, but the moment his head even tried to lift off of the cot, the pain intensified. "Never mind, I'm sorry. I'm sorry, Mr. Head. I understand. You're very cranky. You had a rough day. Hey! Someone tried to bash my head in!"

"Yes, I'm sorry about that. That was my...colleague," the voice said. A hand pushed itself beneath his neck and head, slowly and carefully lifting him up. Peter whimpered, but the pain wasn't quite as godawful. Something pressed against his lips. A straw. Peter timidly sipped the lukewarm water and sighed.

"Some col - Oh man!" Peter threw the pillow away and grabbed his face. Mask still intact. He tried to open his eyes, but it took some convincing. Mr. Head was still terrified further damage, and Peter didn't blame him. "I need to stop referring to my head as Mr. Head. That's weird, isn't it?"

"Whatever helps," the voice supplied with a lighthearted chuckle. "Drink a little more."

Peter obliged and squinted his eyes open. "Where am I?" he muttered. Hospital, was the first thought, since he was injured and there was equipment all around him. But the walls were beige and he was laying on a plain old cot. There were tables and equipment scattered all over and there was a big blond man beside him. "Oh my God, Mr. Parsons is having me murdered, isn't he? Oh man. Oh man, this was such a bad idea."

"No, Mr. Parsons didn't send us. My colleague found you and brought you here, so we could take care of you. You won't have to worry about Mr. Parsons ever again. He's been arrested."

Peter's shoulders loosened and he plucked at his mask to reassure himself he was still safe. "He's okay, then? I didn't mean to throw him into the street," Peter said nervously. Mr. Parsons deserved some awful punishment for what he did to his charges, but Peter didn't want to kill him. Murder wasn't the answer, whatever he had done. Peter just wanted to knock him around a little and expose him for his crimes. That was all.

"He's alive," the man promised. "Widow gave him a nasty hit to the back of the head...much like she gave you. She stayed at the boarding home with the other boys and kept an eye on Mr. Parsons until the authorities turned up. He's being held at the moment. Most of the boys have stepped forward with abuse allegations - verbal, physical, sexual. He's denying everything, and a couple of the boys are denying it, as well. There will be a trial. I can't promise how it will go, but I guarantee no matter how it plays out, he will never be in charge of children ever again."

Peter swallowed, sinking back into the cot. Mr. Parsons was gone. The other kids had actually come out and said something! Maybe seeing Mr. Parsons get knocked around had given them voice. Maybe they'd just seen the opportunity to be rescued and they'd jumped for it. Whatever the case, he was gone and Calvin was safe. Mr. Parsons hadn't had the chance to do anything to him, and he'd never have that chance again. Not Calvin. Not anyone. Not ever again. His eyes were hot and wet and he blinked rapidly, clearing his throat.

"Probably was Morris and Hannigan...Clark Morris and Kyle Hannigan. They're Mr. Parsons's lapdogs. Morris does whatever Mr. Parsons says and Hannigan does whatever Morris says," Peter said. "The ones who...you know, denied everything. They're big bullies. Always beating up on u-all of the kids. You know. Everyone. Mr. Parsons let them get away with it. Wait. Wait. Wait, wait. Wait. Did you say Widow? As in Black Widow? As in...oh man. Oh man, oh man, oh man...You're Captain America!"

Steve Rogers smiled. "Yes, I am. And you are?"

"Oh boy, I'm - ha ha, nice one," Peter said, wagging his finger at Steve. That was close! If you couldn't trust anyone, you could at least trust Captain America, but Peter wasn't going to take any chances. Besides, if they found out who he was and where he belonged and how old he was he'd be in all sorts of trouble. "I'm Spider-Man. I...I know some of the kids at the home. That's why I...I wanted to protect them. Did I...I helped, didn't I? If I hadn't, then no one would have known anything and no one would have said anything, so...I wasn't really all that smooth, but it helped. Didn't it?"

"It did," Steve assured him. "How old are you, Spider-Man?"

"...Twenty."

"Nuh uh," Steve said, shaking his head. "You aren't fooling anyone."

"...Sixteen."

"Ten?"

"Hey!" Peter cried indignantly.

"Twelve?"

"...I'm almost thirteen," Peter admitted. It's not exactly easy lying to a living freaking legend!

"How close to thirteen, exactly?" Steve asked.

"...umm...ten months?"

Steve snorted. "Okay. Yes, Spider-Man, what you did served a good purpose. But...I have to ask you not to do anything like this again."

"What makes you think I will?" Peter asked.

"You have a costume," Steve said, nodding to his body. He was covered in it, the red and blue body suit with the black web designs. The matching mask. "And a code-name. I'm guessing this wasn't the first time?"

"No, it...this guy stole beer from the store a few weeks ago," Peter sighed.

Steve nodded. "I...understand. That these people did bad things, but you can't take justice into your own hands, son. You have gifts, don't you?"

"Yes, sir," Peter agreed. If gift was what you wanted to call it. "Harry Osborn's dad has a big fancy company. Ooh! Let's all go visit during a field trip and get Peter Parker turned into a freak by some radioactive spider!" What a freaking blessing. He could stick to stuff and, sure, he was stronger now. He hadn't really thought highly of it until he realized all of the good he could accomplish using it. He saw the Avengers on TV, how much good they did, not only for the city, but the country. The world, even. Whatever those nasty reporters said about them, they were heroes. Better the city cough up a bunch of cash than to lose it's people. People were more important than money and things, weren't they?

"And it's...exciting, I get that. You have these powers, and that's neat You see...the Avengers out there, doing what we do. You want to be like us...I get it. I had a best friend I looked up to. I wanted to be just like him. I looked at all of these other men. Healthy, strong men, and I wanted to be like them, to do what they could do. I wanted to help people. I wanted to do right by my country. Wanting to have more, do more, be more, that's something I understand. This isn't a game, though, kid. This is a dangerous responsibility, and - "

"But that's just it!" Peter blurted out. "It's a responsibility."

"It...What?"

"It's...I have this 'gift', you know? So I...I have to go out and do good with it," Peter said.

"I...No, you don't have to do anything, Spider-Man," Steve said. "It's not your job. I...I really respect you for choosing to go out and make the world a better place with your talents. That's something I really do understand. Look at me. Look at all of us. That's why we chose this path. But we had the ability to make that decision, Spider-Man. We've all been trained, we have experience, we all know what we're doing, and we're all adults. We're old enough to have jobs, if that's what you want to call this business. But you? You're twelve years old. You have so much life ahead of you. You have so much life right now. Go to school, hang out with friends, go to movies and arcades and play sports. You see someone stealing beer? Tell the clerk, call the police. You see abuse, call the police. That's what law enforcement is in place for. And all of those big threats - all those aliens and robots. That's why you have the Avengers. If you feel like it's your calling to be out there on the field, then good. But be ready for it."

"I am ready!" Peter argued. Hands clutched the sheets around him, feet pressing into the cot to push himself farther back, urging his body into an upright position.

Steve shook his head. "You're young. You don't understand what you're getting into. Go to school. Okay? Make friends. If you're serious about being Spider-Man, that's fine, too. Let us help you. I will personally give you tips. Train you up. We can prepare you for what's out there, teach you all we can, and when you turn eighteen and going to law school just isn't for you...Well, you do well enough, you might just have a spot on the team. How does that sound?"

Peter blinked a few times, gaping at Captain America from behind his mask. When he remembered how to work his limbs, he pinched himself. Hard. Captain America really just offered to give him Superhero Lessons? And a place among the Avengers? "Are you serious?"

"Sure," Steve agreed. "But only if you let this go. No more Spider-Man taking down muggers. You see a crime, report it. If you want to learn, come to me."

"No more Spider-Man," Peter repeated dully. No more Spider-Man.

Spider-Man had only been around a few weeks. He'd only shown his face twice. Spider-Man had taken down a thief and Mr. Parsons. That was it! No, he hadn't taken out Godzilla or anything, just a few lowly criminals. He couldn't even really lay claim to Mr. Parsons, could he? He'd kept him busy until Black Widow got there. Peter slumped down further into the cot, folding his arms over his chest.

This was so new, why should it matter? He'd had these powers for a little over a month now. That was hardly any time at all. Yet in that month, Spider-Man had become such a part of him. How could he watch people be victimized and not do anything about it? Sure, calling the police was fine and all for civilians, but Peter was more than that now. He could do so much more! What kind of person just put the duty off onto someone else when he was perfectly capable of doing it himself?

Peter's parents were gone. His aunt and uncle were gone. He was all alone. He had no one who cared about him. There were other families out there, people out there, suffering like he suffered. Like his family had suffered. And here Peter was, ready and able to step in and keep anyone else from being hurt.

"I can't let you continue, you have to know that," Steve said. "We'll stop you. I'd hate to have to do it, but I don't have a choice. I can't go on and ignore a twelve year old out there putting himself in dangerous situations. I'm giving you an option, Spider-Man."

Peter swallowed and nodded. "Okay, I...Sure. I can do that."

Lying to Captain America was probably illegal or something. Sure, Peter would try to behave, but even now, without the imminent threat of harm, he wasn't sure how he could manage to sit back and dial 911 and ignore the fact that he could stick to surfaces and throw grown men several yards away.

Steve didn't look entirely convinced, but he nodded. "Good. Can I give you a lift back to the home?"

"No!" Peter said quickly. "I, uh, I really don't live there."

"Okay," Steve said. "You're welcome to stay for a while. I'd like to at least get Dr. Banner to give you a once over before you leave."

"Yes, sir," Peter said. "My head still hurts."

"Okay. Well lay back, then. Do you want more water?"

"Yes, please," Peter said, taking the glass into his own shaky hands. He still used the straw, only because dripping water all over this costume in front of his hero was so not cool. "So, uh, that...Superhero class thing?"

"Saturdays. Ten A.M.? Here at the tower," Steve said. "Does that work for you?"

"Yes, sir!" Peter agreed, stabbing himself in the nostril with the straw. "Ow. Oh." He got the straw into his mouth and sucked enthusiastically. He'd made a promise, so he'd do his best to keep it. And in turn he'd get to hang out with Captain America in Avengers Tower! Not just hanging out, but learning how to be like him. Spider-Man would be even better with that sort of tutelage. He'd be able to do even more good, he told himself. That was worth sitting out a few fights.

It was only for six years.

"You know, I could get a job at fourteen, if I had papers signed," Peter pointed out.

"Nice try, but no," Steve said, taking out his phone. "Hey, Bruce? He's awake. Okay." He hung up and put the phone away.

"Okay, but get this: most sixteen year olds have jobs," Peter pointed out.

"Not dangerous jobs," Steve said.

Peter sighed. This was going to be a long six years.

* * *

Intelligence was Natasha Romanoff's career. Her entire life, for as long as she could remember. She lied and manipulated and cheated for the sake of knowledge, for truth. She had taken down corporations, mafias, even agents like herself. Spying on the spies, because she was just that good. She went face to face with aliens and stood side by side with gods and machines, and had gone on a date with a man who turned into a giant green rage monster. Uncovering the identity of their little friend, amateurish as he was, would be simple.

That day she donned a short blonde wig and rectangular glasses. Her suit skirt was a smart navy blue number paired with tall black heels, and her identification as an OCFS worker tucked into her pocket. He was between the ages of ten and thirteen, Bruce had estimated. Four and a half feet, eighty five pounds. It should be a simple matter of who was missing. Even if there were multiple names. Mr. Parsons hadn't cared much about the children in his care, to do what he did to them. Either his abuse made him keep a tight leash on them, or he cared too little to bother noticing when boys were sneaking in and out.

Natasha had to park a block away, walking swiftly down the sidewalk. Within a minute she was aware that she was being followed. She didn't turn around, didn't slow down or speed up. The person was gaining on her. She grabbed an arm as he stepped up beside her, but she let go when she realized it was only Sam Wilson. Natasha rolled her eyes. "I don't know how we let anyone this dumb on the team."

"I wasn't hiding the fact that I was following you," Sam told her. He hadn't flinched too hard when she grabbed him, didn't look surprised at all. He moved around from her left to her right, so that he would be closer to the building as they approached. He kept pace with her as they walked.

"Steve send you?" she guessed.

"Yep," Sam replied. "Captain's orders. Keep our noses out of it."

"Do you agree with these orders?" Natasha shot back. They were just taking in this kid, and were going to set him back out on the street without knowing anything about him. He had powers of some kind, or had created a device to give himself abilities. Powers were more likely than a child prodigy, especially these days. He was an enhanced who wanted to keep his identity secret, exacting revenge by exploitations of his gifts. Not that Fred Parsons hadn't deserved his punishment, and it wasn't the sort of method Steve Rogers would approve of. Self defense was one thing, but Spider-Man had sprung up on Parsons. On top of everything, he was a kid. A kid who needed eyes on him, the sort of protection and guidance SHIELD could provide. For the kid's safety, as well as everyone else's.

"Did I say that?" Sam asked, shaking his head. "I don't know what Steve is thinking, but I do know that I trust him. Don't you?"

Natasha pursed her lips. Trust was a folly. She would sneer at it, view it as an even bigger fairytale than love. Somehow her disdain and disbelief in the two had been fading away of late. Steve was a big part of that. Clint had been her first real friend in the world, Steve the second, but Clint was often as cynical as she was. Steve was something else entirely. He made you believe.

Sam didn't wait for an answer, sensing perhaps that he wouldn't get one. He knew. He didn't need verbal confirmation. "He has his reasons. Looking into this kid is so simple it hurts. I could do it, and I didn't go to spy camp. He obviously lives here. Keeping an eye on things won't be hard, and we can easily get him if he goes rouge. The least we can do for Cap is to give his way a shot."

Natasha slowed her stride, eyes on the group home as it came into view. Sam could try to stop her. He'd put up a good fight, but she would get past him. Fighting in the middle of the street was foolish. Sam would surrender before she did, and Steve wouldn't even blame him. Hell, he'd probably order it before Sam came to his senses enough to stop. The kid's name wasn't worth that sort of attention, or innocent bystanders being hurt in the crossfire.

"What is his plan?" Natasha asked, walking right past the house.

"Playing mentor," Sam shrugged. "Lending support. Offering his cheesy, yet riveting speeches; moving advice that belongs on a Hallmark card; shoulder to cry on; teaching him the ways of the Force. Life Lessons and Spandex 101."

"I really thought those would be two separate classes," Natasha commented. "Spandex needs an hour all to itself."

Sam laughed and swerved right, halfway through opening the door of a coffee shop when he paused. "The Hulk's not gonna come out and smash my face, is he?"

"Why don't we find out?" Natasha smirked. Sam's eyes grew bigger, but he braved opening the door the rest of the way and letting her pass. Natasha could give him her Independent Woman Speech, but let it slide. The idea of Bruce going into such a jealous rage he'd Hulk out was silly, and sweet. Sufficient distraction from chivalry.

* * *

Peter left Avengers headquarters that afternoon, and he ducked behind a car to change out of his costume. Which, as the case happened, meant pulling an article off and pulling it inside out and putting it back on so that he was dressed in all black, sans mask. It was Wednesday, and school was nearly over. What kind of excuses would he make to the school? To his social worker? The authorities had gone to the group home after they took Mr. Parsons off. There were other staff members, surely someone had been called in to take over the night shift. Whoever had wouldn't still be there, at least he hoped not. He could tell the staff he'd spent the night at Harry's. To the school, he would blame the events of last night as being traumatizing, and that he'd needed a personal day. They'd have to understand that, right? What he'd tell the other boys, he didn't know, but he trusted them not to rat him out.

What if he didn't go back? They'd just assume Mr. Parsons had done something to him, wouldn't they? If he could do one horrible thing, he could do another. He didn't have anywhere to go. His entire family was dead. But it was the memory of them that made him long for Queens. Living on the street wouldn't be the worst. He could totally do it. Only, not really, he liked food too much and now that he'd accepted the responsibility of being Spider-Man, he very well couldn't go around committing crimes. Especially not crimes he'd already punished other people for doing. Stealing was a no go. Even if he wasn't Spider-Man, he doubted he could do it.

Peter stopped in the middle of a sidewalk, pushed and shoved and bruised by the others storming around him in their haste. Finally he got the picture and moved onto the nearest bench, stuffing his hands in his pockets and watching the cars shoot by. No one paid him any mind.

He could be on his own. If he went back to Queens, the Avengers couldn't keep an eye on him, could they? It was another borough, and they had Manhattan to look after. If he wasn't at the home, he wouldn't be as easy to find. He could perform his duties as Spider-Man in the place he loved and missed. He could visit Aunt May and Uncle Ben's graves where he could imagine they were watching him do good, and were proud, wherever they were now.

Queens was so far away. Distance-wise, yeah, but it was doable. He could get there no problem. It would always be home, only it would never be the same. Familiar, but different. Too different. He missed it, and it ached in his heart, but he had something in front of him now, for the first time. An actual future within his grasp. The possibilities were endless, and it all began with accepting Captain America's offer. It was a once in a lifetime chance, and he couldn't screw it up.

Besides, he had the other boys to think about. They had just been through an ordeal, and despite Steve's assurances, he didn't believe that the matter with Mr. Parsons was over. Decision made, Peter got to his feet and headed back to the group home, moving swiftly through the crowd. He needed to see for himself that everyone was okay, and that things in the home would be better. Safer.


	3. Chapter 3

Mrs. Daigle was fussing at Morris and Hannigan, making it exceptionally easy for Peter to sneak out. Jeff spotted him, but went back to his video game without word. If it wasn't Morris or Hannigan, Peter wasn't worried about any trouble. There was an unspoken rule that no one ratted anyone out for anything. Unless she saw him leave, Mrs. Daigle would never know he was gone. Only Mrs. Yarbarough watched them like hawks.

It was Saturday and he ducked into the nearest alleyway to change into his costume with a big gray hoodie over it to hide the spider emblem on his chest. The mask was in his pocket. From there he caught a cab and spent five minutes arguing with the driver about his destination. Yes, he really did want to go to Avengers Headquarters. No, he was not a hooligan up to mischief. He actually had an appointment there, though he refused to say what for. Only when he held up a fistful of cash did the cabbie begin to drive, albeit watching him suspiciously from the rearview mirror.

Once at the tower, Peter stashed his hoodie in a decorative plant just inside and pulled on his mask before anyone could notice him. People in expensive suits were bustling about, and no one gave him a second look. No one stopped him as he headed into an elevator, barely blinking when he had to push through the crowd to hit the button for floor 53. They only started looking when a key-code was required and he typed the four digit code into a side panel. He'd walked around with his head held high, knowing that Captain America had entrusted the tower's security code to him. Now he shrunk under the scrutiny, rubbing the back of his heated neck. Whistling didn't help ease his nerves. A few people began muttering to one another as a woman moved through them from the back, up to his side.

"Don't tell me they recruited someone else without telling me," she said dryly. She was a tall woman with dark hair pulled back and sharp blue eyes boring through him. He shuffled his feet and turned his head, half suspecting her capable of x-ray vision. He had to remind himself he had on his costume and she had no way of knowing who he was. Unless she actually did have x-ray vision. Which, in this day and age, not all that impossible. Oh, heck.

"Umm...Sorta, kinda, not really?" Peter ventured. "I'm Spider-Man! Nice to meet you."

"...Maria Hill," she replied. Maria took out her phone and began typing on it, giving him sidelong looks, lips thin, and when the elevator stopped she got off with about half of the others.

The elevator made six more stops before Peter's, and he was the last one. When the doors opened, he gaped, just staring out into the open space before him. It was a nice lounge area, with an odd sculpture (metal, with sharp lines contrasted by flowing, delicate curves), potted plants, and a couple of sleek, fashionable couches. There was a big television, an impressive stereo system, a small shelf of books and a stack of magazines and newspapers. Peter had to quickly jump out when the elevator doors began to close, turning around and tilting his head every which way.

It was big, and any one object in here was worth more than his life.

"Spider-Man?" Peter barely heard him, still turning, and came to a stop as the voice registered. Steve Rogers was sitting on one of the couches in full Captain America regalia, a newspaper rolled up, tapping against his open palm lazily. Peter half wondered if the man meant to beat him with it. So, sure, he'd copied off of Greg's homework the other night. He had been really tired, surely that was understandable with everything he'd gone through. The expression the man wore was warm and welcoming, rather than reproachful, and Peter's worries melted away.

"Uh, yeah, that's me. Err...Ready for duty, Cap'n," he said, doing his best to salute. Steve flat out laughed and Peter faltered, meaning to scratch his hair and, finding none, patting the top of his own head.

"At ease, soldier," Steve teased, standing up. "So, you met Commander Hill."

"Yessir."

"She doesn't know much about our situation, and I'd like to keep it that way, for the time being."

"Umm...I sorta told her I was a new recruit. Not really, but...implied, and all. I thought that's what you meant, but I didn't know and...Well, she asked. I didn't know what to say," he blurted out.

"It's fine," Steve assured him. "If anyone else asks, say it's privileged information and they can report to me, if they have questions."

"Okay...sir," Peter replied. "So...What do we do now? You're not going to hit me with the shield are you? That would be a totally cool way to get a concussion, but I just don't know that I'm at that level yet."

"I have no intention of attacking minors at all, least of all with my shield," Steve assured him, blinking bemusedly. "No, we're going to start off with observation."

Peter huffed out a sigh, but raised no arguments. On the bright side, "minor" was less patronizing than "child" or "kid" and made him feel a little more grown up than the other words did. On the other hand, sitting around watching all the fun without actually participating was so not what he'd had in mind. They were supposed to be training him, weren't they? There was a difference between being lectured in science class and actually getting to perform experiments. Like that time they temporarily dyed their teeth purple or Carrie Pruett bringing her pet snakes to class...

...or vising OsCorp for a field trip and being attacked by a radioactive spider. Which, while painful and traumatizing, at least had the benefit of not being boring.

* * *

The lounge area didn't even rank on the Cool Scale compared to the rest of the 53rd floor. Doorways opened up to a fully stocked gym, bathrooms and shower rooms, changing rooms, a sauna, a room for massages, first aid room, a small kitchen, and many, many, many training arenas. A lot of them would contain simulations Tony Stark was currently producing. There was a shooting range, and rooms to practice sword fighting and archery.

"Does anyone use the archery room besides Hawkeye?" Peter asked curiously.

"Not when he's around," Steve chuckled.

Steve let Peter peek into the various rooms, but they inevitably came back through the lounge and to a door on the far right that led into a very empty room. No furniture, no decorations, a floor and four walls. Steve disappeared into a closet, coming out with a large mat that he spread across the floor, then returned to pull out chairs. Peter sat in one and Steve checked his watch with a frown as he sat in another. He unfolded the newspaper and wordlessly slid Peter the comics section. Peter eyed it, considered arguing, talked himself out of it, and in the end set the comic section on his lap and took the crossword. Steve produced a pen from somewhere and Peter nodded gratefully and set to work.

It might not be what he expected from a superhero class, but what the heck. Just hanging out with Captain America, not even doing anything, was an experience and he thought he'd die from the high he was on.

A minute or two later a few people ambled in. First and foremost was a beautiful woman with red hair in a black bodysuit that made Peter slump down in his chair, raising the paper higher to obscure his face. His completely masked face.

"You're late," Steve said disapprovingly.

"By a minute," Natasha said.

"Three," Steve argued, tapping his watch.

"According to Dinosaur Time?" she asked.

"A minute late is still late," Steve told them. "Punctuality, I won't tell you again."

"Are we going to waste time arguing over wasted time?" Sam pointed out.

Steve sighed and folded up his paper, standing up. Just him standing made quite an impression. He dominated the room, and there was a lot of room to dominate. Steve was big and tall, sure, but he looked bigger and taller than he actually was, if that made any sense. There was no way he was actually ten feet tall, but he sure looked it to Peter.

"Avengers, I would like to introduce you to Spider-Man," Steve said.

"Spider-Boy," Natasha muttered.

"The moniker he chose is Spider-Man," Steve reproached. "He has special skills that will be an asset to this team one day. That day is not today. He is twelve years old, and already has stepped up to the plate to take on a job that not everyone is capable of tackling. Not for lack of physical prowess or supernatural or scientific enhancements. But for having that ability thrust upon him and not using it to his advantage. Spider-Man, not even in his teen years, made the decision to lend his talent to the benefit of others, to the betterment of his city.

"As I have told him, he is too young to be out there doing our work, but I applaud him for the heart and courage to go out there and put himself on the line for other people. That's what we do, every day. We throw ourselves into dangerous situations, because we have the ability to take on that task. We have what it takes and we know what we're getting into when we go out onto the field. We don't do it for fame or for glory. We don't use our strength against those weaker than us, or for our own selfish gain. The world needs the Avengers, and that's enough. What we do is more important than fat paychecks and global admiration - " He sent a quelling look to Natasha who looked ready to speak out, and she closed her mouth with a smirk. "Now, clearly we can't let a twelve year old run around the city doling out justice, but he has my utmost respect for his pure intentions. As such, I have chosen to respect the secrecy of his name and face, and I expect every single one of you to extend the same courtesy. Because I see such promise in Spider-Man, as a promising addition to this team, when the time comes, I offered him a choice. Willingly stop taking matters into his own hands, and in turn I offered him our guidance."

Peter was frozen in his seat, staring awed at Captain America in his element. He spoke so earnestly, you had to listen, had to believe him. That he was defending Peter to his team, telling them to respect his privacy, was pretty much the best ever. Now, more than ever, Peter was committed to keeping his promise. Captain America was putting a lot of faith in him, was promising so much for his future, that Peter didn't want to jeopardize any of it.

"Until Spider-Man is eighteen and able to make this decision for himself, we will be his guides. We will teach him all we can, prepare him physically and mentally to be an Avenger. Today, he is going to sit in and observe our training. For the first year, at least, this is how we will conduct our meetings, Spider-Man. Some days you will sit in on training. Others, we'll talk. We will talk openly about our missions and how we cope with the pressure. Other days, we'll hit the gym. You need to be in tip-top shape before I even think about putting you through an actual training scenario."

"A year?" Peter asked incredulously. Why not? He had six years to go, why not waste one of them with a freshman orientation class? Maybe next year he'd get to play with a punching bag, oh boy!

Somehow he expected them to let him in on their actual training from the get-go. Six years of sparring with the likes of Black Widow and the Hulk. Steve might have had a point, actually. Peter couldn't see himself doing more than getting his butt handed to him by these imposing heroes. Heck, Peter doubted he'd ever be ready to take on Black Widow. She and one of the new members, Scarlet Witch, might be delicate and pretty, but they were scarier by far than any of the large men (and gods and monsters) they surrounded themselves with.

Peter gulped and rubbed the back of his neck where Natasha had kicked him the other day with a whimper. Natasha took note with a pleased gleam in her eyes. Yep, Peter was not going to piss her off.

"Romanoff, Maximoff, you're up!"

Vision, Sam, and Rhodey all grabbed chairs while Wanda and Natasha walked to the mat and faced each other. They did nothing but watch one another, circling each other, until Steve blew the whistle. Then the fun really started.

Peter didn't know who struck first. He barely understood what was happening. There was a lot of ducking and rolling around, Wanda hovering over the mat unsteadily, red eyes and sparks, Widow on the ground, Witch on the ground, scrambling and flipping. Peter had to follow the murmured conversation of the others to get the gist of things. Wanda landed the most hits - mostly shoulders or ankles or elbows, as Natasha was usually in the middle of ducking. There was one nasty hit to the chest that brought everyone to their feet. She always got back up, and in the end, despite Wanda's magic, Natasha won the round by bringing her glowing blue bracelets to Wanda's neck, bringing her to her knees, then her face. "Widow's Bites, recently upgraded by Mr. Stark," according to Vision, as Natasha stood up, blowing hair out of her face with a mild look.

Natasha, the victor, sat out while Steve pitted Wanda against Rhodey when she'd recovered. She remained unsteady, yet managed to take down War Machine in under five minutes. War Machine versus Vision took a little longer, but not much, and when War Machine lost he was then pitted against Falcon.

"I thought it was the winner that kept going," Peter said.

"Sometimes we play that way," Natasha explained. "Our drill sergeant over here likes to shake it up. Next in line takes on the loser some days, winners on others. Pair ups, team ups, two to one, three to one, whatever formation he devises."

"Sometimes I pick one of them to turn on their teammates," Steve offered.

"Wow," Peter said.

"It can get ugly," Sam warned him, reaching over to nudge Steve's shoulder. "Why don't Cap and Widow go out there and show the kid what he's in for?"

"Not a kid," Peter grumbled, hissing when Sam reached out to roughly pat the top of his head. Owie. Mr. Head was not happy. Mr. Head was curling up in a ball and crying.

"Oh no, I think we can hold off on scaring our pupil," Steve said.

"No, really, I'd like to see it," Peter said, sitting up eagerly. Steve and Natasha, on either side of him, exchanged a look. Humor and excitement and mischief bubbling up inside of them as they got up and headed out to the mat. Steve tossed the whistle over his shoulder and Sam caught it. It blew the second their feet hit the mat and Steve immediately bent his body forward as Natasha kicked out, grabbing her other ankle and tossing her over his shoulder. She balanced herself, letting her hands hit the floor, then shoved herself back to kick him in the chest. Steve was shoved back to the edge of the mat, but moved away from a second kick by diving towards the middle of the floor, rolling and coming back onto one knee.

It was like they were dancing. Very dangerous, scary dancing.

"She won their first couple of sparring matches because he was too gentlemanly to hit a woman," Rhodey informed him.

"She gave him an earful the second time, and it hasn't been a problem since," Sam added with a grin. "Hard to say which one of them has the most wins, but good luck to anyone set against either of them."

"It was us against them once," Wanda said, her accent thick and Peter couldn't place where it was from. "Took all of ten minutes, maybe. Disgraceful."

"Hey, Cap, do you want your shield?" Sam called out with a frown. Peter glanced back at the mat and winced sympathetically. A nasty punch had put Steve on his knees and he swiped Natasha's legs out from under her, throwing her back across his shoulders and coming back up with her.

"Nah, I got it!" Steve called back and Peter placed his hands over his face, peeking out between fingers as they proceeded to throw each other across the room. Natasha managed a hit with the Widow's Bite that had even Rhodey blanching, but Steve wasn't down for long. Twenty minutes dragged by and Peter was on the edge of his seat, half wanting to root for Captain America, but too scared of Black Widow to really commit.

"Whoa, did I pick a good time to come in, or what?" said a new voice and Peter managed to tear his eyes away to look at the newcomer. Peter didn't recognize him. He was a tall, lean man with dark hair and a big smile.

"Lang, we weren't expecting you back until tomorrow!" Steve called, a little breathless with Natasha's arms around his neck.

"Yeah, well, Maggie and Hope got sick so we came back early," the man shrugged. He moved towards the audience then stopped, mouth twisting, eyes narrowed at Spider-Man. Peter tilted his head and looked right back. "Did something happen while I was gone? I knew taking a vacation was a bad idea. I miss everything."

"You needed it," Steve argued. "Family time, it's good for you."

"Family time with the ex wife and the new husband," Sam muttered.

"And my girlfriend, and my kid," Lang added. He nodded to Spider-Man. "Sup?"

Peter shrugged.

"Scott Lang, this is...Spider-Man," Rhodey introduced, the word 'man' coming out condescendingly and Peter turned to glare at him. "Spider-Man, this is Scott Lang, aka Ant-Man."

Wanda glanced dubiously between them. "Spider-Man and Ant-Man," she said flatly.

"Gotta get Hope to join up, then we'd have a Wasp!" Scott said cheerfully, plopping into Natasha's vacant seat. Then he looked around nervously. "But, uh...You're not supposed to know about that."

"We already knew that," Sam assured him.

The team began to bicker, losing interest in the fight, but Peter hadn't. Eventually Natasha got Steve on his back, knee against his chest, wrists on either side of his neck, bands glowing blue around her wrists. "Mercy?" she offered.

"Yes, please," he laughed breathlessly. Natasha got off of him and offered her hand and Peter jumped to his feet, applauding.

"Good work, Widow! I knew you could do it. Was totally rooting for you the entire time. We spiders have to stick together, you know?" Peter said with a nervous laugh. He was going to invest in a foam finger and a Black Widow jersey and a Go Black Widow! (Please don't hit me!) banner.

Natasha rolled her eyes at him, but Peter fancied her amused. "Shut up, kid."

"Yes, ma'am."

* * *

When the training ended, the team dispersed. Natasha had lunch plans with Bruce, Scott and Sam were off to play video games, Rhodey to a meeting, and Vision and Wanda walked around talking in hushed tones. Peter dutifully waited in the lounge while Steve showered, finishing up his crossword puzzle.

"Are you hungry? I can make you lunch," Steve offered.

"Uh, sure, yeah, starved," Peter agreed. Captain America was going to make him lunch! He was a little hungry, stomach growling loudly as they went into the elevator. He hadn't even noticed how hungry he was, until now. Steve took them down to the fifty-first floor and spoke. "FRIDAY, will you tell Tony to come down for lunch?"

"Sure thing, Cap'n," a female voice said. Peter looked around.

"Who's FRIDAY?" Peter asked.

"Tony's AI," Steve replied.

"Oh, yeah, sure. Of course. A friggin' I."

"Don't say friggin'."

"Yes, sir, sorry, sir."

Their kitchen was huge, about the size the lounge had been. Peter sat on a stool at the island counter, looking around in awe while Steve pattered around, pulling open drawers and cabinets. He sat a glass of orange juice down in front of Peter and turned to tend to whatever was bubbling on the stove.

"Thanks," Peter said, rolling up his mask over his mouth so that he could take a sip. "So, is training always like that?"

"Pretty much," Steve said. "FRIDAY, remind Tony - "

"Stop pestering the poor girl, you're running her ragged."

Peter twisted around on the stool as Tony Stark walked in. His brown hair was sticking up in odd places, dirt and grease smears on his face and hands. Dressed in a faded t shirt and jeans, he looked nothing like the immaculate Tony Stark that graced magazine covers in business suits and smart tuxedos. Tony shot a suspicious look Peter's way that had him wilting. Nope, don't notice me, I am so not here.

"Kid's still here?"

"Be nice, Tony, or I'll make you fix your own food," Steve warned, pointing the spatula at him.

"You're the one who bothers me to eat three times a day, the least you can do is provide the sustenance," Tony argued, grabbing the stool beside Peter.

Peter sipped awkwardly at his orange juice while the pair bickered back and forth. Everyone knew that Steve Rogers and Tony Stark were married, but Peter just sat there, realizing they really were married. To each other. Like a couple. They each had their own independent accomplishments, and Peter admired them both separately, their union a vague notion in his mind, but this was for real. Like, an actual thing.

Steve tried to get them into the dining room, but Tony and Peter were comfortable where they were. In the end, Steve settled on Peter's other side, serving up grilled cheese sandwiches with tomato soup. "How very soccer mom of you," Tony sneered, as he inhaled his food. Steve ignored him and dug in, ravenous after his recent physical activity. Peter tore his sandwich into smaller pieces and dipped them into his soup, disheartened by how out of place he felt here. Everything and everyone was so big and loud and he'd never felt smaller in his life. What could he do, compared to them? They were all being awfully nice about his being here, but he didn't understand what Steve saw in him as a possible recruit.

"You made this yourself?" Tony asked. Peter figured he was talking to Steve, so took a sip of his beverage and stared at his plate. After a few seconds, Tony nudged him. "Talking to you, Itsy Bitsy Spider."

"I'm not that small," Peter argued irritably, rubbing his arm.

"The costume, that's your work?" Tony asked.

"Umm...Yeah," Peter said, looking down at it. It comprised primarily of long sleeved pajamas, as tight as he could get them, that he then added the design to. It was the best he'd been able to manage on his own, slaving over a sewing machine in the dead of night. Morris had caught him at it once, calling him gay and scrawling the word fag on his door. Aunt May had gone through the trouble of showing him how to sew, so he hated to be as embarrassed as he was by the skill. He'd felt closer to her, adding that spider to the front of his shirt. Like she was there with him, helping him be Spider-Man.

"It's horrible," Tony remarked bluntly.

"Tony!" Steve barked.

"Really, major eyesore. It would never work in a fight, what were you thinking? Too loose. Zero protection. One hundred percent cotton, am I right?"

"Uh, probably..."

"I mean, obviously, you won't be tackling science experiments gone wrong - speaking of, are you? A science experiment gone wrong?"

"What? No. Maybe. Radioactive spider. Experimentation on the spider, spider bites me, me get...like this," he said, flapping his arms.

"Huh," Tony said. "So how does that work? Do you turn into a spider? Do you speak to spiders? Lang has this thing with ants...As I was saying, you won't be fighting, but if you're going to keep showing up in uniform, you should at least have a nice uniform. Less offensive to my corneas, safer for you - if the tower gets attacked, if you end up in our crossfire. If you trip and fall down the stairs. I can't actually promise you won't break your neck, but it should slow the process, maybe. I'll look at materials."

"Oh, um, okay? Thank you?" Peter said, head spinning. He frowned and plucked the front of his shirt, letting the spider snap back to his chest. It did kind of look like a bad art project, especially considering how spiffy Steve had been in his uniform earlier.

"I'll have to size you. Are we thinking the same basic design? Are we really attached to the webs?"

"Hey, I like them! I made it myself."

"Huh. Okay, your call. What are your powers? I'll have to factor that into the design. Like Hulk and his fat pants."

"Well, I...I have the strength of a spider...You know, for their size, I guess," Peter explained, uncertainly. He'd never actually had to discuss it before. "I can...stick to stuff. Walls, doors, ceiling. I'm more...I'm better. Faster, stronger...I can do more, physically. And there's this...thing. I can..." Peter felt his face heating up and he tugged his mask back down to hide his redness. He knew how silly it was going to sound. "It's like a sixth sense. I know when there's danger nearby. It's my...spidey-sense." He whispered it, half hoping they wouldn't hear.

"Spidey-sense. Ha. You getting any bad vibes now?" Tony asked curiously, poking his shoulder, then all down his arm. He grabbed his wrist and turned it over, tapping the little circle there. "What's that?"

"No, no vibes. I'm sure you're all very dangerous, just not to me. I don't think," Peter chuckled nervously. "And that's my...web-shooter. I figured...spiders. Webs. I...er...borrowed some equipment from the high school science lab and made them myself."

"Huh," Tony said, slipping the glove off and Peter squeaked in protest, quickly stuffing his bare hand between his knees. As if they could identify him by his hand. Which they could totally do. Finger-printing. Oh gosh, he wasn't going to touch anything. Tony turned the glove over in his hand, pulling it inside out, turning it every which way and examining the shooters from all angles. "Give me an hour, tops, in the lab with this. I could improve on it."

"I..." Peter said. The prospect of Tony Stark making him a costume and improving on his design, giving him better gadgetry, sort of blew his mind. Whatever Tony came up with, would be so much better than what he had done. But Peter was proud of his work. He'd made his costume and the web shooters all on his own and it might not be as fancy as the Iron Man armor or Captain America's shield, but it was all him.

Tony's look softened as his gaze returned to the glove. "For a twelve year old, this is pretty remarkable. Exceptional, even."

Tony Stark might have looked his nose down at Peter from the start, but by mid-afternoon Peter was seated at a "safe table" in Tony's workshop, talking this world-renown engineer through his design. Tony offered input, suggestions for different types of webbing and improvements on strength and distance. Peter threw out a few ideas of his own, watching in wonder as Tony built the new design on a holographic display. Anything Peter didn't understand well, Tony took the time to explain. Steve brought them cookies after a few hours and gave them both fond looks when they blindly reached for the plate, still working out the details of how Peter could manage binding someone in his webbing and how much weight it would be able to withstand.

* * *

It was early evening when Peter finally left, a spring in his step as he changed out of his costume and headed back to the group home. Dreams really did come true, and it was a shame he wouldn't be able to tell the others about it.

High spirits diminished instantaneously as a young woman was tag-teamed by two thugs. One grabbed her by her shoulders while the other snatched her purse. The first shoved her and headed after his partner. Peter spun around, starting their way, hand fumbling for his mask in his pocket. He could go after them. He was small and fast, he could get through the throng of people no problem. His web shooters didn't yet have the Tony Stark seal of approval, but they were strong enough to fend off those jerks and get the purse back to its owner. The woman was shouting, trembling, and Peter hesitated.

He wasn't supposed to play hero anymore. Steve expected him to stay on the sidelines, and it wouldn't do to break his word. Now that he had a taste of what Steve was offering him, he had to hold onto it. One day he'd be up to the caliber of the other Avengers, and he'd be able to do a lot more good than stopping muggers.

"Oh no, oh no," the woman was sobbing.

Peter squared his jaw. Mugging was no laughing matter. Every crime was bad. Every crime had a victim. And one victim was just as important as a hundred. Those thieves couldn't just be allowed to get away with this, and he could, and should, help this woman. She was distressed, slumping back against the nearest building, arms around herself. Peter straightened his spine, but as he looked through the crowd, he realized he'd lost them.

Shoulders slumping, Peter stuffed his hands in his pockets and shuffled home, the woman's cries ringing in his ears long after she was gone.


	4. Chapter 4

Peter worried about the woman all through the weekend, well into the next week. Late Sunday night he'd screwed up the courage to call Steve, confessing the whole thing along with his guilt. Steve had listened patiently, and when Peter was done, falling onto his bed, clutching the phone, he listened to his hero reply. It wasn't Peter's fault, he said. Crime took place all over New York, and it was all awful. He reiterated that Peter could always call the police, and offer aid to the victims however he could, without using his powers. Peter's face burned anew with fresh shame. He hadn't even thought about stopping to ask the woman how she was, and if he could help her in any way. Phoning the police hadn't even registered, really. He'd really dropped the ball on that one, but Steve was understanding and told Peter not to be too hard on himself. Steve went on to point out how it was a perfect example of why he needed to wait before jumping into the Spider-Man gig. In a high stress situation, he needed to be able to think and make the right call at a moment's notice. He was young, he had time to develop that skill.

"I should have done more," Peter muttered at last.

"We all have those moments," Steve assured him sadly.

It was a small comfort, and Peter slept a little easier that night. The next day before school he called the police and explained what happened, giving a description of the thieves. Two short, skinny teenagers, one with dreadlocks and the other with fuzzy red hair. They weren't overly impressed, and it figured that he'd done this too little too late. They might have taken him more seriously, might have been able to do something, if he'd had the mind to call them right after it happened.

"What has you do distracted?" Harry Osborn asked him Thursday afternoon. He'd been tutoring Harry since fourth grade, and they were sort of friends now. Harry grinned and glanced knowingly to the head of the classroom. "Let me guess. It starts with a G and ends with an N."

"What?" Peter asked, confused.

Harry rolled his eyes. "Gwen Stacy," he whispered. "You can't fool me. I know you like her."

And Peter did. He liked Gwen Stacy very much. Today, though, she wasn't the cause of his distraction. He was too depressed for her to be the cause. He was still going over the scene in his head. He imagined himself following Steve's advice, but mostly he indulged in Spider-Man fantasies. He could have thrown off that mask and chased them down. He'd have left them both tangled in his webbing, and he'd return the purse to the woman who would smile and thank him and hug him.

"Dude, if you keep staring she's gonna know," Harry warned.

Peter blinked, eyes dropping down to his notebook. When had they gotten to math? The last thing he remembered was history. His gaze so often drifted to the pretty blue-eyed blonde that it found her even when he didn't realize, and she wasn't even the current subject of his daydreaming. Gwen Stacy's smiling and giggling was a better mental image than of the mugger getting away, maniacal laughter ringing in the air. Had the guy even actually laughed? The details were fuzzy, so mixed in with the replays and fantasies.

"Shut up," Peter muttered.

Harry snickered and whistled innocently, going back to his own work. It was the day before a test, and Mr. Robinson was better than most teachers. Thursdays were Study Days. At the beginning of class, Mr. Robinson would go over the previous night's homework with the class. The rest of the hour was devoted to doing that day's "homework" and studying. You could go up to Mr. Robinson's desk and ask for help, if you needed it. Friends could help friends, little study groups forming around the room, people pushing their desks together and huddling in close. You could even doodle or pass notes, as long as you weren't disruptive.

In fact, Peter's and Harry's desks were pushed together and Harry was trying to do his own work. Peter hadn't even touched his own homework, and he shook his head, getting back into the game. It took all of ten minutes to finish and Harry grinned gratefully when Peter slid the finished sheet over. Seeing as how he was supposed to be Harry's tutor, letting him straight copy wasn't the best means of aiding him on tomorrow's test.

The thing was, though, that the whole incident with the mugger was slipping away, replaced by more pleasant thoughts. Gwen was nearby in a group of her own friends. She'd turned her desk around to face Mary Jane Watson's, and Liz Allan's was pulled up to the side of theirs. Gwen having her desk turned around had her facing Peter's direction and her teeth were clamped down around the eraser of her pencil as she laughed breathily. All three were near-silently giggling, keeping the noise level at a minimum to avoid reprimands from their teacher.

"She's perfect," Peter whispered. He knew Harry had heard when his friend chortled and was half-heartedly hushed by Mr. Robinson.

Peter's theory was proven a few minutes later when he eavesdropped on their whispered conversation. They were talking about their favorite superheroes. Mary Jane was in the very small Hawkeye camp, but agreed with Liz that Iron Man was pretty awesome. Tony Stark was rich and handsome and charming and so smart. Peter agreed that the armor was pretty great. He'd built it himself, and made most of the team's gadgets. Peter's web shooters had been plenty tricky, he couldn't imagine what it must have been like making an entire suit with all the capabilities it had. That was why Peter was so stoked that Tony was going to help him work on the web shooters.

Tony was pretty great. They were all great. They were heroes, bigger and stronger and braver than the average person. But one stood out above all the rest, and that was Steve Rogers, also known as Captain America.

Gwen waxed eloquent about all of the captain's finer qualities. Liz put in that, yeah, Steve was so hot. Cute, but hot at the same time, which was apparently a big deal to them. Gwen turned pink, agreed, but steered them onto purer conversation. Steve represented the American Dream, the ideal that their country had strayed so far from. She spoke of his beginnings, how he persevered and stuck to his guns. Steve was physically powerful, but he was more than that. He was intelligent, an ace tactician, and he had a heart of gold. You would never doubt his intentions. The man was all about dedication and loyalty and morals.

Peter's heart sped up a little as he rolled his pencil up his desk, letting it fall off. It ended up closer to his feet, which was the wrong direction, but he offered a little nudge with the toe of his sneaker to send it rolling the other way. Harry stuffed his face in his arm, body shuddering, back of his neck red and Peter's neck and face heated up as he scrambled out of his desk to go retrieve the pencil. Gwen was tapping her own pencil onto the desk, beating it in time with her passionate speech. Her eyes were big and clear and Peter could get sucked into watching or listening to her, but both of them together was incredible. Gwen really was so beautiful.

"He's not just a hero," Peter agreed when Gwen took a breath. She gasped and blinked up at him. Mary Jane turned to smile at him, but she'd noticed him standing there ten seconds ago. Liz rolled her eyes at him. "He's the hero."

"Exactly!" Gwen said triumphantly.

There was an empty desk nearby that Peter was able to scoot closer to their group.

"I'm not saying he's not ah-mazing, because he totally is," Liz said. "But he's a little too perfect. He's got to be hiding something."

"No, he really is that great in person," Peter said. All three girls gaped at him. "I met him. Once." More than once, but they didn't need to know all of the details. "He's polite, respectful...Intimidating as all heck, but...more like a dad. He's strict, and you're a little scared of him, but you know he cares about you and it's okay."

"What would you know about having a dad, Parker?" Flash Thompson snickered nearby.

Mary Jane's face twisted up. "Shut up, Eugene!" she hissed. Gwen frowned at Flash and shot him a dirty look. "Ignore him, Peter," she said. "But that's...Gosh, how did you meet? What happened?"

Peter really had not thought this through.

"The usual way," Peter shrugged. "He was...working." Which he was. Why else would he have been there when Peter woke up? He was doing his duty and keeping an eye on the strange kid. Steering him on the right track. Et cetera. "We kind of...had this one on one conversation and...He gave me some great advice. The whole 'don't grow up too fast - enjoy school and hanging out with friends while it lasts' kind of thing."

Peter wanted nothing more than to spill out the whole truth. He wanted to explain about the spider on their last field trip, and brag about being Spider-Man and that one shoplifter he'd dealt with, and helping take down Mr. Parsons. Heck, he'd brag about getting kicked in the back of the head by Black Widow. He wanted to tell her about waking up in Avengers Tower with Captain America right there. He wanted to tell her about their conversations and sitting in on an Avengers training session. He wondered how big and bright her eyes would be, how awed all of them would be. He could show off his powers, crawl around on the walls and shut Flash up with a web to the face.

"He spoke to you?!" Liz demanded.

"Oh my gosh!" Gwen squeaked.

"Peter, was it..." Mary Jane said quietly. "I mean...I heard about...Mr. Parsons. He was the manager at the...home, wasn't he?"

"Oh gosh, that's right," Gwen mumbled, brows pulling together. "And if...Are you okay, Peter? That's why you didn't come to school the next day, wasn't it?"

"Yeah, we all heard about Pervy Parsons," Flash said loudly. "He likes touching little boys, doesn't he? Did he touch you, Parker?"

"That is enough, Mr. Thompson," Mr. Robinson shouted. Peter jumped. The class was silent, staring at Mr. Robinson. They'd never seen him angry before. He was so mellow and that tense, red face didn't belong on him. "Go see the principal."

"I was just kiddin' around!" Flash argued.

"Now, Mr. Thompson," Mr. Robinson said.

Flash mumbled and grumbled as he grabbed his backpack and he kicked Peter's leg on his way out. Peter hissed and rubbed his leg, glaring at Flash's back. If he had his web shooters, he could aim for Flash's ankles and trip him. See how funny he thought it was when he was flat on his stinking face.

But that would be a misuse of his gift. Whatever fleeting triumph of seeing Flash put in his place wouldn't last. He was harmless, just a school bully. There were bigger fish to fry out in the real world. Peter had to focus on preparing for them.

* * *

In the lower levels of Stark Tower, Tony had willingly gone into a meeting. Pepper had been surprised when she turned up to drag him down, only to be informed by Steve that he was already in the board room. Steve wasn't surprised, considering the people who would be in this meeting. Pepper would talk business with Hope Van Dyne while Tony wrangled Dr. Hank Pym into shop talk. Even Bruce was in on this meeting, and Steve could only imagine what sort of big name project would come out of it.

With his girlfriend and mentor in the building, Scott Lang came along, accompanied by his daughter to spend time with the present team members. Everyone else was busy, leaving Steve and Sam with Scott and Cassie, who thought everyone was oh so cool. The Falcon was almost as cool as her daddy, she said, and she had little to no interest in Captain America, which was fine by Steve, if amusing to everyone else. Captain America was a little too old school for a young girl.

"Kid has taste," Sam said, preening under the attention. "Better luck next time, Rogers."

"Let's see if that attitude sticks Saturday," Steve warned, grinning as his friend's eyes narrowed.

"Daddy thinks Captain America is cool, Cassie," Scott said.

"Suck up," Sam muttered.

Steve just laughed and within fifteen minutes, all three men were wrapped around that little girl's pinky finger. Cups of milk and a plate of cookies were their snack as they sat around the living room with a game of Candyland, Scott all sheepish smiles and apologies. Cassie won the game and demanded a round of Go-Fish that was still raging on the time the meeting ended. Hope and Tony might have smirked and snickered when they saw, but it wasn't long before they were pulled in. The game only ended when Cassie fell asleep against Hope and Scott picked her up to put her down for a nap.

"Anyone up for Monopoly?" Tony asked eagerly.

"Not on your life, Richie Rich," Sam snorted.

"Come on!" Tony exclaimed. "Pepper!"

Pepper sighed, walking into the room, fingers flying furiously across her tablet. "Not your mother, Tony."

"You mean you're not going to spank him? Right, we wouldn't want Coulson to get jealous. You could put him in time out, at least. Or does Coulson get - "

"Don't even finish that sentence," Pepper warned, still not looking up.

"Spoilsport," Tony quipped. "How 'bout it, Steve? Wanna put me in time out?" He waggled his brows and Sam choked out a laugh. Steve grinned and shook his head, cheeks only turning a light pink. Being married to Tony Stark, he found he wore that color often. The fact that he could still be embarrassed, after all this time, was a source of great pleasure to his husband and amusement to their friends.

"I don't even know what that means," Steve admitted.

"I don't know, but it could be kinky. Anything can be kinky," Tony promised, voice low and husky. Sam jumped to his feet.

"No. No way. I am not sitting in here for this," Sam said, and Steve half expected him to shove his fingers in his ears. He walked away quickly and Steve leaned back against the couch, stretching his legs across the floor, bumping his foot against Tony's leg.

"Cassie's a cute kid," Steve commented. He glanced up at Pepper who managed to tear her eyes away from the screen, her eyes knowing as she turned and headed to the elevator. Smart woman, to give them their privacy.

"Mhm," Tony agreed, gathering the cards and putting the deck back together. Pepper had gotten it. Tony must have, too.

Steve shifted and flopped one leg between Tony's, using his feet to trap his leg at the knee, tugging at him. Tony laughed and swatted his leg, looking up at him. He was smiling sadly, brown eyes uncertain. "Don't tell me you want one, Cap." The words were light, but they both knew better.

"You know I do," Steve said quietly. He always had, and for a short time he'd given up on that dream. Waking up in this time and finding his place in it, he'd given up on the idea of having a family. Then Tony happened, and while he wanted children, it was out of the question. Their work was hard, dangerous, and it wouldn't be fair to bring a child into their lives. Tony was enough for him, he really was.

And yet.

Steve moved away from the coffee table they'd played on and grabbed Tony's ankle, pulling him across the floor, closer to him. Tony didn't fight it, face resigned. Steve offered his nose a kiss and took his hand. "I get why we can't...It's not an easy call. There's always that risk, of something happening to a child or putting the child through losing one or both of us." Tony's hand gripped his tighter and Steve gave a comforting squeeze. "Hope lost her mother. Cassie was in danger when Scott first became Ant-Man. And not to sound arrogant, but anyone close to us will always be in more danger than anyone."

Steve let out a breath. "It occurred to me that...It's still not a guarantee. Nothing is guaranteed. But...Spider-Man's an orphan, Tony. He lost his family, and he's living in a boy's home. Twelve years old, and he has no family. What he does have are powers. He'll have a bullseye painted on him if anyone finds out, but he can also protect himself. He'll do a heck of a better job once we train him up. If we were to adopt, wouldn't we want someone more like us?"

"Another freak for the freakshow?" Tony snorted, eyes flicking around the room and cleverly avoiding Steve's gaze.

"Hey," Steve reprimanded gently, curling his fingers under Tony's chin and lifting his face. Tony stubbornly stared at something to the left of Steve's head. "He's all alone, Tony."

"Hardly," Tony argued. "You're bringing him into the team, aren't you?"

"True," Steve agreed. "But he doesn't even trust us to know who he really is, not yet."

"That's just it. We don't even know who he is," Tony agreed, finally meeting Steve's eyes. "We don't know anything about him, and you're letting him get away with his anonymity."

"He's scared," Steve explained. "Let him get comfortable. He'll come around."

Tony sighed and rubbed his face. "We can't adopt him if we don't know who he is, Steve. I just...I don't like this, taking him in like a stray and letting him come and go as he pleases. We have no name, no face, nothing. And you're taking him at his word?"

"He's just a kid," Steve reminded him. "If...if he ever did anything, Natasha can track him down."

"But what if she can't?" Tony demanded, so serious that Steve sat back and waited. "No offense to Natasha, but she was raised to be an assassin. They turned children into murderers. Spies. Did it never cross your mind that this might be a scheme? Preying on your humanity as an in?"

"I won't give up my humanity just because someone might take advantage of me," Steve said with a shake of his head. "He deserves a chance, and I'd rather risk being played than risk an innocent child being hurt for our selfish paranoia."

"This is how we stay alive, Steve," Tony snapped. "We play it smart, and we don't trust everyone."

"You mean, don't trust anyone?" Steve shot back.

Tony shook his head and pushed himself away from Steve, grabbing the table to aid him in standing. Steve watched him calmly. "One wrong move on his end," Tony warned.

"Then we take him in to SHIELD," Steve said. "I won't have him hurt. Even if he is a spy, he's still a kid."

"Sir, yes, sir," was Tony's sarcastic response, complete with a salute. Steve glared at him as he marched out, some bastardized soldier's march. Steve scoffed and pulled himself onto the couch. He understood Tony's reservations. He understood why most of the team didn't like his decision. Thus far, they'd all stuck by him, following the order. But for how long?

There's was always the risk, but Steve was willing to give him the benefit of the doubt. He truly believed that Spider-Man was a good kid, and everyone else would learn, eventually. Once the team trusted Spider-Man, and Spider-Man trusted them, they could revisit the conversation.

* * *

On Saturday, Peter got to watch the Avengers training again. Scott and Sam sparred first, with Scott coming out victorious. "Just like old times, huh?" Scott teased, helping Sam to his feet.

Sam scowled at him. "Shut up."

Steve then had them spar again, this time allowing Scott to choose an ally. He held his chin between his fingers, examining the group, and finally grinned Peter's way. "Spider-Man, for 500?"

Peter leapt to his feet eagerly, but Steve grabbed him by the back of his uniform and pulled him back into his seat, shaking his head. Scott shrugged apologetically and decided on Wanda. Sam stamped his foot, rolling his eyes. "Aww, hell naw."

"Don't give up before it even starts, Sam," Steve warned. "Natasha, take over. Every winner gets to add an ally until the whole team's in the ring. From there, every loser has to lose an ally. Spider-Man, with me."

Peter followed Steve into the regular old boring old gym. "Today I just want to see where you stand, what you can do, so I can develop a more specialized routine," Steve explained with a smile. "You can watch the end of the training, I promise."

"Who do you think will win?" Peter asked, hopping onto the treadmill Steve motioned to. Scott had already beaten Sam, and now he had Wanda on his team. It didn't seem like much of a competition. "I mean, won't Ant-Man have everyone on his team?"

"Not necessarily," Steve said, hitting buttons on the treadmill. "Hold onto the bars and don't let go. Ready?" Peter nodded and Steve hit the start button. It started him off slow, a little warm-up, but was gaining speed. Oh heck. "Wanda's powers are strong, but unstable. The Ant-Man suit's capabilities outrank the Falcon's wings, but Sam's physically stronger and faster than Scott outside of it. Scott was trained in martial arts by his girlfriend, and Sam trained in the military. Powers, equipment, physicality, mentality, all of these things add up, but there's no exact science. Sam's outnumbered, and Scott already beat him, as you've seen. But that doesn't mean he'll win again. Say, Sam positions himself between Scott and Wanda, ducks one of her attacks so that it hits Scott instead. He'd have forced one teammate to take out the other. He could use Scott's size against him, step on him, trap him under or in something. If he's focused, he can come up with any number of ways to take them both out. Or, on the other hand, Scott or Wanda can make a mistake which would cost them the round. Carelessness has cost as many victories as skill has won. Don't ever discount anyone."

That made sense, actually. Peter pictured Sam lifting Wanda into the air and dropping her on top of tiny little Scott. He liked Scott, though, hopefully Wanda wouldn't squish him. The smile fell from his face. "Does anyone get seriously hurt, ever?"

Steve's mouth was a grim line. "Rarely, but it happens. Everyone's tough, and no one aims to kill. Most of them end up with scrapes and bruises, but Wanda's had her arm broken and Scott's gotten a concussion. It's dangerous work; getting ready for it isn't easy."

Peter nodded and looked down at the machine, eyes getting big when he saw the numbers. "Wha-?" And he looked down at his legs, almost a blur as they moved. He wasn't even out of breath. "Whoa!" Surprise jumbled his mind and he stumbled, feet sliding out from under him, face slamming into the moving belt.

"Dang it," Steve hissed, reaching out to help him up. "Are you alright, Spider-Man?"

"I think I broke my face," Peter mumbled, words thick and lisping. His nose throbbed and his mouth was swollen. He hardly noticed Steve pulling up his mask, but he didn't pull it up all the way. Peter was sitting on Steve's knee, leaning against him as Steve gingerly patted his face, feeling beneath the mask for any other damage.

"Nothing's broken. That'll be a nasty bruise and you busted your lip. How's your head? How many fingers am I holding up?"

"Err...two. And the thumb," Peter said.

"Good, okay," Steve said. "Can you stand?"

"Yup. Maybe," Peter said, swaying a little, but he grabbed the bar of the treadmill and after a moment the earth stopped tilting. "I'm good. Geez, did you see how fast I was going?!" He'd known he was faster, but that was fast. A Not Normal kind of fast.

"I did," Steve agreed. "Let's try some weights."

Twenty pounds was nothing. Fifty, then a hundred. Peter's eyes were bulging behind his mask, so absorbed in his strength he forgot how much his face hurt. When he hit one ton, he had to walk away, hands on his head, legs doing jittery, half skipping motions as he paced. "Dude, dude, dude," Peter whispered. "That's a lot, that's really a lot, a whole lot. Did you see that, Captain? Didja? That was a ton! I could barely do twenty before! Wowzers. Oh man. Oh man." He rubbed his face and hissed. "Ow! Geez, I just want to touch my own face, but no. No, no, apparently not. My bad, Mr. Face..." Peter stopped and sighed. "Man, I did it again, didn't I?"

"Still talking to yourself." Steve was amused and Peter chuckled sheepishly. "Let's try two tons."

"Are you trying to kill me?" Peter demanded, but did it anyway. He got all the way up to six tons, but Steve thought he showed promise and that with a little work he could manage even more.

"More. More than six tons? Are you kidding? That's...that's..." But he couldn't decide what that was, so he settled for waving his fingers over his head, miming his brain exploding, complete with a whooshing noise out of his mouth.

"Hey, it'll come in handy," Steve promised, patting him on the back. "You did good. But there's always room for improvement. See what you've done today? Imagine what you'll accomplish with a little practice."

Peter couldn't imagine, actually, and he wanted to sit down and let it all soak in. It was just like getting his abilities all over again. He knew he was faster and stronger, but seeing it spelled out this way. It was mind boggling, and a little intimidating. He was just a kid, just a normal kid from Queens. He couldn't play baseball to save his life, but he was good in science and was an honor student. There was nothing special about Peter, only now there was and it was scary. How did one person handle having this much power? He could do anything! He could outrun Flash Thompson and throw him across the football field. He could pick up a car...heck, he could juggle cars! Maybe. He'd only tried juggling once and it hadn't gone well, but maybe he could now. (Tomorrow. He'd try tomorrow, dig around Calvin's room for small squishy balls to practice with.)

He was going to be an Avenger. They had a Hulk. They fought aliens and robots and they got hurt. They hurt each other. He'd dreamed of being a superhero when he was a kid, reading Uncle Ben's old Captain America comics, and then seeing the Avengers come together to save the city. He'd wanted to be Steve's sidekick, and Tony Stark's assistant, and Natasha Romanoff's boyfriend and Bruce Banner's best friend. He wanted to play paintball with Clint Barton and arm wrestle with Thor. He wanted to save the world and be one of them.

Be accepted by them.

And now he kind of was, but it was a lot. It was a lot of responsibility. Gosh, so many kids would want this opportunity, but they didn't understand it at all. He wasn't normal anymore. He was a freak. And he didn't even really fit in here, either. He'd never fit in anywhere. Only with Uncle Ben and Aunt May, and he'd taken them for granted, and now they were gone.

Peter wasn't sure when he'd sat on the treadmill, but it wasn't moving anymore. Steve was beside him, hand heavy on his shoulder. Blue eyes studied him with concern and Peter offered a wobbly smile, though Steve couldn't see it.

"Are you okay?" Steve asked quietly. "Do you want to go home?"

"Can we play paintball?" he blurted out.

They didn't play paintball. That was too advanced. People could get hurt playing paintball. So they started off with squishy balls. (Maybe he could borrow those instead of Calvin's.) Steve took him to the target room, letting him test his aim from different distances, then on moving targets. Not bad for a kid who'd never been good at sports. Steve sent him out afterwards and threw the squishy balls at him, watching him duck and move around. The ball only hit him twice, and once it was only on his fingertips as he dropped to the floor. Training kept him from thinking and he was feeling calm and tired by the time Steve called it quits.

Back in the training room, Scott had Natasha on his team and was having Wanda sit out after a loss. She sat beside Vision. Sam had Rhodey on his team now. Peter sat slouched in his chair. The sparring didn't hold his interest like it had before. What would Uncle Ben think of him now? Would he be proud? Angry?

He'd tell Peter to buck up and do what was right. But what was right? Using his talents for the greater good. That was right. Wasn't it? With great power came great responsibility. It was a heavy weight on his shoulders, but there was no choice. Peter had to do this. Look at all he'd accomplished today. What else was he going to do? Sit out the fight and go be an accountant? Or, worse yet, use his powers for his own benefit. He could go compete in the Olympics or play football. He'd be rich off of his newfound skills. And while he was making touchdowns, people like Mr. Parsons would be out there hurting people.

"It's okay if this is too much," Steve said quietly, eyes never leaving his team. Peter was grateful for it. No pressure.

"No," Peter said. He didn't elaborate. It was a lot, but it wasn't okay. "I can handle it."

Steve nodded and let the matter drop, at least for now. Peter pulled himself out of his head, focusing on the fight. Sam charged at Natasha who used the momentum to pull her body down, twisting around, using her legs to throw Sam into War Machine, Scott coming back to full size right behind Rhodey's legs, shoving them out from under him. The two men collapsed to the floor, Sam on top of the armor, and Scott and Natasha grinned and high-fived.

"And to think I'm the newest-" Scott bragged, but Sam had gotten up and tackled him to the ground.

Steve snorted and leaned in to Peter. "Lesson 1: don't get too cocky."

"Spider-Man," said a mechanical female voice, "Mr. Stark wants you in his 'shop ASAP."

Peter squeaked and scrambled to his feet, tripping over his chair and landing into the one beside him, knocking it over. His limbs were all tangled in the two chairs and he looked around, half expecting an Iron Lady to walk in, but he didn't see anyone. "Who's that?" he whispered. "Oh, wait, I know this. Hi, FRIDAY!"

"Heya, Spider-Kid," FRIDAY said. "Fifty-fifth floor. He doesn't like waiting."

Tony was studying arachnology when Peter walked into his workshop. Several holographic screens were pulled up all around, filled with articles and pictures and video. FRIDAY was narrating an article by an arachnology expert who worked for OsCorp. Peter hesitated in the doorway, nervous to speak up and contenting himself with listening to FRIDAY speak. She was a pretty cool lady, considering she had no body and Peter wasn't really sure if she counted as a lady or not.

"That's where it happened," Peter said after a moment.

"Hmm?" Tony asked, turning to look at him.

"OsCorp. It was a field trip. Radioactive spider," Peter explained. "I don't know what they were doing with it."

"No, the article doesn't go into much depth," Tony agreed. "Not that I blame them. I don't go out and explain arc reactor technology or the Iron Man armor to anyone, do I? I could look into it, see if I can hack their database...I'll get Lang in here, he's the criminal type."

"He's what?" Peter asked.

"Scott Lang, Vistacorp, never mind. Are you ready for a change of clothes?" He motioned a few feet away at a mannequin wearing the new and improved Spider-Man costume. The red and blue were more muted, less showy than Peter's design. The black web design had been incorporated, blending in more with the dulled colors. Less cartoony, less clowny, more professional. Peter rushed over to it, stopping a foot away, gaping in awe. The suit was more form fitting, made of a thicker material. Taking off one glove, he reached out to touch it, pinching at it.

"This is like Captain America's uniform, isn't it?" Peter asked reverently.

"Yeah, I used the same material for almost everyone's uniforms. Kevlar, works like a dream," Tony explained. "Go on, try it on."

Peter nodded, then frowned. "Err...there aren't cameras in the bathrooms, are there?"

"...No."

That was good enough for Peter. You could never be too careful, and Stark Tower had better security than most places. Cameras had be all over the place, even if he couldn't see them. Having them in the bathroom was an invasion of privacy, and even if they had them, they probably didn't look at them unless it was an emergency. Tony removed the costume from the mannequin and Peter headed to the bathroom, glancing every which way as he crept inside. Then he checked every cabinet, every corner of the walls and ceiling. He ripped off his gloves, tossing them aside, shoving down the pants and stuffing his legs into the new ones. He removed his top, catching on the mask, but keeping it from peeling off at the last second. Only when he had the new mask in hand did he duck his head, tucking his chin into his chest as he dropped the old one, making swift work of covering his face with the new one. It was a struggle fitting it over his head. He'd been in such a hurry to hide his face he hadn't focused on having the new one in position. He had to twist it around, pinch at it, tugging it and moving it around until it fit neatly. The material clung to his skin and was lighter than it looked, softer. He twisted his upper body, then reached down to his toes. He could move in it no problem.

Peter stepped in front of the mirror, lifting his arm to wave at himself. This was awesome. He looked like he belonged with the team now. He could walk out with Falcon and Ant-Man and no one would even question his being there. Holding out his arms, he looked down at the web shooters, then lifted his left hand, shooting one at the ceiling. He used it to lift himself up so that he could see his entire body in the mirror.

"Hi-ya!" he whispered, kicking a leg out and the web swung a couple of inches from side to side. Reaching up with his right arm, he wrapped both hands around the web and moved his legs back and forth until he got the web swinging again, twisting his hips to get it to rotate. "George, George, George of the Jungle, strong as he can be," he sang to himself.

"Got it, kid?" Tony called out from behind the door.

"Oh!" he exclaimed in surprise, tugging at the web. There was a moment of panic when it didn't let up, but then his feet in the floor and he stumbled back into the sink. "Yep, yep, I'm good!" Glancing up nervously at the dangling web, he went to fling open the door. "This is so cool! The new shooters are great - very smooth. Almost too easy, but I'll get the hang of it."

"I'm sure you will. Steve won't let you go untrained," Tony promised, an edge to his voice that made Peter falter. Right, Tony didn't approve of him. It was awfully nice of him to help out anyway. Unless Steve made him. Yeah, Steve probably made him.

"Right," he said, shoulders slumping. "Well, thanks. This is...really neat. You didn't have to and...Well, I really appreciate it."

There was something uncertain in Tony's face, and Peter didn't know what it was. Tony reached out to pat him awkwardly on the shoulder. "Well, I can't have some super-kid running around in my tower looking like you did. I have an image to maintain." He had a stylus in his hand that he was tapping against his opposite arm. "Next weekend I'll walk you through the new capabilities, and if we want to make improvements, we can."

We. He said we, which implied Tony and Peter, right? At least the two of them and other people, but it definitely involved Peter, right? Plus, Tony was going to come to his next training day. Peter wanted nothing more than to go test out his new suit and the shooters, but he didn't want to be a bother. Tony was trying to be nice, and Peter was not going to mess it up.

"Cool, definitely, yeah," Peter agreed, shoving out his hand.

Tony stared down at it, a smirk breaking out and he chuckled as he firmly shook Peter's hand. "Don't make a mess of my tower."

Peter glanced guiltily at the web hanging from the bathroom ceiling. "Of course not. I would never."

* * *

On his way out, Peter was offered a plastic bag by Scott to carry his old uniform in. Tony said to scrap the thing, but Peter wanted to keep it. It was his first ever costume, even if it wasn't anywhere near the same level as his new one. Peter followed Scott into the kitchen, waiting as he dug through a cabinet where a wad of plastic bags was kept. "Never know when you need these," Scott told him, shaking it out and holding it open so that Peter could dump his clothes inside.

Bruce was humming at the stove, stirring something around in a pot. Steve stood at the island counter, cutting up a warm, fresh loaf of bread. "Heading out, Spider-man?"

"Yessir," Peter said.

"Do you want to stay for lunch? Whole team will be here," Steve offered.

Peter glanced at Bruce then to Scott, who smiled encouragingly. Then he turned to where Tony stood in the doorway. Tony just raised a brow at him, but he wasn't unwelcoming. Peter swallowed. Lunch again, this time with everyone. Hanging out with the Avengers casually. He'd see what they were like together, outside of business.

"Are you sure?" he asked.

"I wouldn't offer if I wasn't sure," Steve pointed out.

Bruce turned around to offer him a smile. "You worked out today. You need to eat something to keep your strength up."

Peter twisted his fingers nervously, but Bruce was encouraging and Scott was friendly and everyone was really nice so far. He smiled behind his mask and shrugged. "Sure, why not. I mean, it can't beat PB&J, but."

"Grape or strawberry?" Tony asked.

"Strawberry," Peter replied.

"Yes, I see your dilemma."

"We do appreciate your deigning to eat with us," Steve said seriously, only the twitch in his jaw and the crinkling of his eyes giving him away.

Who knew. Maybe Peter could fit in here.


	5. Chapter 5

Peter stayed later at the tower than he'd meant to. Saturdays weren't meant to be whole-day affairs, but it was starting to become a habit. This, his third Saturday, consisted of listening to war stories from the Avengers. Their origins, so to speak, for how they'd become superheroes. While Peter knew Steve's story, it was much better hearing it from the man himself - from the scrawny kid who was bullied to America's greatest hero. Natasha had been trained from childhood to be an assassin, but mercy from a SHIELD agent, and one of her best friends, steered her on the right track. Scott Lang, from playing Robin Hood to the tutelage of the original Ant-Man. Their stories were all unique and fascinating. Everyone was open with their histories, their reasons for what they did, and it gave Peter a lot to think about. Even Tony chimed in with his becoming Iron Man and his decision to hang up the armor, for now.

Again, he was invited for lunch, and he didn't feel so out of place this time around. When they finished, Peter volunteered to help clean up in the kitchen while he worked up his nerve. He had intentions for today, something he'd been planning most of the week, and now that he was here and had the opportunity, he had to take it. When everything was clean, he wandered around, waiting until he was alone to whisper, "FRIDAY?"

"Yes, Spider-Man?"

"Err...Is Mr. Stark busy? Do you...do you think I can talk to him for a minute?" Peter jumped around nervously when Wanda walked by. She took note of him curiously, slowing her stride, but continued on without a word.

"Boss says come on up," FRIDAY said after a minute and Peter headed up to Tony's laboratory, which was just as cool the third time around. Memory didn't really do it justice, and he fist-bumped a robot as it rolled by.

"Let me guess: more gadgets?" Tony guessed, tossing a screwdriver into the air and catching it with is opposite hand.

"N-no, not really. Um...girls, actually," Peter blurted out. Tony blinked at him and Peter carried on. "There's this girl I really like, Gwen, and she's a big Captain America fan, and so am I, and she's really pretty and I really like her and I have no idea how to talk to girls. Also, I kind of told her I knew Captain America. Not, like, I didn't tell her about this, obviously, but I definitely mentioned having met him, which is true, but I couldn't tell her everything and I don't know what to do."

Tony was definitely grinning at him and Peter held his breath, waiting for the man to laugh at him. Ha ha, Peter Parker wanted a girlfriend. Good luck, pal. He was just wasting the man's time. Maybe he was upset that he and Gwen liked Captain America so much. He still thought Iron Man was awesome! Maybe he should tell him that. Tony turned the screwdriver around and pointed it at himself. "Me? You're asking me for love advice?"

"Well, yeah," Peter said. "Who else would I talk to?"

"You know, no one's really asked my advice about girls since Steve and I got together," Tony explained. "Which, is ridiculous. I still know how to charm the ladies. In fact, they find me more charming now that they think I'm gay. Which, I'm not, but I'm not explaining sexuality to a twelve year old. I shouldn't even be discussing romance with a twelve year old."

"I'll be thirteen in ten months," Peter defended. Plenty of kids his age had girlfriends. Uncle Ben had already given him the sex talk, and they'd had a sex ed class for a week a couple of months ago, in place of PE. He really wasn't some kid, he knew stuff. And if class and his uncle hadn't gone into detail about sexual orientation, his classmates sure did. Peter knew about being straight and gay, and he knew a little about bisexuality and pansexuality and asexuality. He might not really get it, but he knew enough that Tony could teach him. Besides, now he was kind of curious about how they'd ended up together. Story time had ended earlier that afternoon, though, and Peter needed real help. He couldn't lose focus.

Tony snorted. "Well, pull up a stool, kid." Peter thought about arguing the "kid" part, but decided not to be too picky when he was asking for the man's help. He grabbed the nearest stool and rolled it up to the table Tony was working at. The last time he'd been in here, Tony had directed him to a Safe Table, which meant mostly empty and reserved for the occasional visitor. This table was not a Safe Table. It was covered in doodads and thingamabobs and Peter had a hard time looking away from them, his hands just itching to pick them up and examine them. "So, Captain America fan. Not bad taste. I'm not sure what's wrong with yours truly, but - hey, you prefer Cap, too, don't you?"

"He was always my hero growing up," Peter explained apologetically.

"Eh. Mine, too, I guess," Tony shrugged. "So what does this Gwen like? Aside from my husband."

"Um. Science. And English. Green. She likes all different kinds of music, but she sings a lot of disco and funk songs when she thinks no one can hear her. She loves animals a lot..."

"Great," Tony said. "Ask her to tutor you in science."

"I - what? That's my best subject! I make better grades than she does. Barely, but I do," Peter protested.

"Exactly."

"...huh?"

"She knows how good you are, right?" Tony asked. "If you ask her to tutor you, she'll know something's up. Gauge her reaction. If she's receptive, just go with it. Be vague. She'll know you're just trying to spend time with her. If she's confused, and doesn't get it, but isn't hostile, go with it. Tell her there's one thing you don't understand that you think she does, see if she can help you understand it better. Then, when you have your study date, flirt a little. Get her talking, and she'll warm up to you. If she's flat out against it, back off and go at a different angle."

"Huh. Okay, that's...Do you think she'll...oh God, she's going to think I'm stupid. I can't flirt! What even is flirting? Is there a class for this?" Peter babbled.

"Hey, hey, Flirting 101 right here. Actually, you're such a dork, we should Google Science Pickup lines. Chicks dig nerdy. Hell, I dig a little nerdy. I swear to God, Steve used every cheesy pickup line known to man on me. He's from the 40's, he didn't know any better. He's kind of awkward, romantically, like you are. So work it to your advantage. Quirky Flirting, it's called - I'm calling it that right now actually. FRIDAY, let's get a trademark. It's cute, it works for Steve, it could work for you. She's such a fan of his, it'll work like a charm." Tony was typing away on a holographic display as he talked, and he dragged his fingers through the air, broadening the screen. "Let's see...oh, yes, this one. 'Baby, every time I see you, my cardiovascular system gets all worked up', ''If you were a laser you'd be set on stunning', God this thing is a goldmine. FRIDAY, text this link to Spider-Man's phone - you have a phone, right? Do we have the number?"

"Um...can we just print it?" Peter asked. He didn't know that this was the way to go. He liked those lines. Which meant they were bad. This wasn't what he'd come here for, and Tony wasn't even going to try to make him cool.

Tony frowned, brows furrowed. "FRIDAY, do we have a printer?"

"Cap had one installed a year ago," FRIDAY replied. "It's in the back right corner under DUM-E's blender."

"Right, right," Tony said, snapping his fingers. "FRIDAY, print Spider-Man a copy." Tony snorted. "Print. That's cute. Invest in a Stark Phone."

Peter didn't have a phone, and it was probably for the best if he didn't have one. Phones could be tracked, especially by someone as technologically brilliant as Tony Stark. Peter was hiding his identity for good reason, and it wouldn't do to make it so easy to be found. Heck, he had an email address he could give Tony, but that was just as trackable. It was better to just have him print the list, and anything else he wanted Peter to have access to.

"Now, every girl is different. You have to cater your methods to your audience. I was always...uh...involved with the same sorts of women, so my strategy was much the same in most situations. In my more serious relationships, more thought and effort was required. But, when you really care about someone, you put in that time and you learn more about them so that formulating a plan of attack comes naturally. You already know a good bit about Gwen, use that. Don't pretend to be someone you're not. Lying, generally a bad idea. Especially if you're serious about someone. If you want a real relationship - you're too young to want a real relationship, by the way, in case you were wondering. But this information comes in handy. If you want a real relationship, you can't base it on dishonesty. Don't pretend to like everything she likes - but find common ground. If you actually like disco, good for you. If you like any disco songs at all, go with it. Or find any song that she likes that you like. Hum it, sing it, make it your ring tone. She starts singing a song you know, sing along with her. Your study date? Bring a snack. Something she likes, offer to share. Or, if it'll fly, say you brought it just for her. If she knows you lied about a need of a tutor, and rolls with it, impress her with your science skills..."

Peter stopped Tony right there and asked FRIDAY to convert all of Tony's words onto a word document to be printed by the end of their lesson. Tony told him what to wear, suggested tones and word usage, asking more about Gwen to better suit her needs. He gave him different scenarios and how to handle them. It was a lot to take in, and Peter wasn't sold on the idea of playing up his natural awkwardness. He wanted to be a playboy like Tony. Not in actuality, but in appearance. Everyone was so impressed by Tony's good looks and his charm. Liz had said it all when they were talking about their favorite heroes. Tony knew how to work the crowd. He knew what ladies liked. But instead of molding Peter into another version of Tony, he was teaching him how to be a more appealing version of himself. But himself was clumsy and prone to word vomit and a major geek. He was an orphan, longtime victim of bullying, secretly had spider-powers, and wasn't nearly as good looking as Harry or Flash. He wasn't suave or cool. Those were the things he wanted to be. He wanted to dress the part and act the part and sweep her off her feet. Gwen deserved Prince Charming.

Throughout the lecture, Tony mentioned Steve enough times for Peter to feel halfway set on the plan. Gwen did really like Captain America, and if Steve Rogers could be awkward and charming at the same time, then so could Peter. Maybe. He wasn't Captain America. He didn't have those muscles or that face. He was just plain old Peter. Short, skinny Peter.

So when he felt the lab, he went to hunt down Steve. "So. How did you get Mr. Stark to go out with you?"

Steve stared at him for ten seconds and slowly set down his tablet. He leaned in and clasped his hands in front of him, giving him such a serious look that Peter squirmed. "Aren't you a little young to be asking these kinds of questions?"

Peter huffed and threw his arms over his chest. "I'm twelve, Cap!"

"I know," Steve replied. "When I was twelve, I was worried about baseball scores and being stuffed in trashcans. I didn't think about girls until I was a teenager."

"I'm almost a teenager," Peter explained. "And I thought you were gay."

Steve turned pink and he ducked his head, clearing his throat. Peter knew he'd stuck his foot in his mouth and he looked around for help, finding none. He needed to backtrack. "But, I mean, you've had girlfriends before, right?"

"You're really too young for this conversation," Steve said.

"Please, help, I really like this girl and Tony said to be myself and he said I was awkward and cute like you so I should do that, but he's not awkward and cute, so I figured, I better go ask the expert. Not that I think you're cute. Mr. Stark said that, not me. Not that you're not cute. Gwen thinks you are. That's the girl I like, she's a big fan."

"Slow down, Spider-Man," Steve said, sitting up and setting the tablet on the side table. "I don't know what all Tony's told you, but I really just sort of...dove right in. I was never very good at...picking people up. I was small and no one gave me a second glance until I got big." He rolled his arms in and flexed his muscles, frowning down at them. "By then I was at war, with no time to date. I had little to no experience when I met Tony. When I realized I had feelings for him, the best I could do was swallow my fear and charge in. Tony was right about one thing. You should be yourself. If she doesn't like you as you are, she's not the one for you. Then you'll know and you can put her out of your mind until you find someone who appreciates your quirks. I got lucky. Tony thought my inexperience was...adorable. We worked out. The worst she can do is say no, and that wouldn't be the end of the world. You're Spider-Man. Be brave. Go for it. Show her you care, that you're interested, and show her who you are. If she can handle that, then great. But don't hide away, afraid of rejection. You'll waste a lot of great opportunities for fear of failure. Every failure is a learning experience and every experience is an adventure. Keep that in mind, and you'll do just swell."

"...you're like a Hallmark card," Peter said, shaking his head. "And you make it work. I can't make cheesy work."

Steve smiled and patted his shoulder, looking at him until Peter looked back. "You'll never know until you try."

* * *

It was nearly dinner the time Peter headed home, and despite an invitation to have another meal at the tower, Peter decided he had better get back to the home before anyone could worry. Mr. Hendricks was their manager for the night, which meant sandwiches, chips, and soda for dinner. He tried not to think about the lasagna or chicken spaghetti Bruce was likely making. Peter stuffed his new costume in his backpack and hummed the tune to one of Gwen's favorite songs as he walked. The whole way he dreamt up what school would be like Monday, what he would do and what she might do. He almost didn't see the pair standing outside the home.

Natasha Romanoff and Bruce Banner stood on the stairs leading up to the home, leaning back against the railing. Bruce frowned, hazel eyes trained on Natasha while her green eyes scanned the streets. Peter thought about the way she'd taken down Steve last week and felt his eyes grow wide, staring intently ahead of him. He wouldn't even look at them. If they made eye contact, they might see through him. They'd be able to tell. They were smart. She was a spy. Of course they'd tell. Oh no.

"You know Steve won't like this," Bruce was saying.

"I know," Natasha replied blandly.

Peter forgot how to breathe for a good ten seconds until he could no longer see them in his peripheral vision. He was more than aware of their presence behind him. He was aware of the door opening - the door to the home, he knew. Who was it? Was it Mr. Hendricks? Peter slowed, listening closely. If they started asking questions, he needed to know.

"Hey, mister!" said a familiar voice. Peter dropped a few coins into a homeless man's hat, glancing curiously to the doorstep. Standing there was one of the boys, a nine year old named Teddy. He was rolling a ball between his hands, smiling amiably at the couple.

"Oh, hello there," Bruce said.

"Do you wanna play catch with me?!" Teddy asked, tossing up his ball.

Peter breathed. They couldn't get anything out of Teddy, could they? Probably not. Peter hesitated to leave them, but Teddy would be safe. They were Avengers, they wouldn't hurt a little kid, or upset him. Finding out who Spider-Man's identity wasn't that important. Besides, if they were that determined to go against Steve's orders, there wasn't a lot, if anything, Peter could do to stop them.

* * *

Monday arrived without incident. There was no great unmasking of Spider-Man in the papers, no being kidnapped in the middle of the night by SHIELD, no being confronted at the home by Avengers, just a lazy Sunday playing basketball with some of the other boys and calling the police on a shoplifter. It weighed heavily on his mind the rest of the day. With his new webs, he definitely could have caught the guy. By Monday morning, Gwen was all he could think about. He spent extra time combing his hair and brushing his teeth and he wore his nicest, newest jeans, sneakers, and an Avengers t shirt Harry bought him for his birthday.

"You should have brought your Captain America comics to impress her," Harry teased, nudging him as they walked to their first class.

"Shut up," Peter muttered, wiping his sweaty palms on his jeans. That was actually a good idea. He knew it was one thing he and Gwen had in common, and at the moment he'd settle for having any sort of interaction with her where he didn't turn him into a bumbling idiot. Captain America was a subject he knew too well to screw up. Especially not when talking to a fellow fan. He slowed as he walked, trying to reconcile in his mind that Steve, his mentor, was Captain America, his hero. He'd always known, everyone knew, but it hit him hard, thinking about those comics. Captain America was so larger than life, a legend, but Steve was real and human - a person. A person in Peter's life who had given him dating advice just the other day.

How weird and crazy cool was his life?

"There she is," Harry sing-songed. Gwen was walking their direction, flanked by Liz and Mary Jane, talking animatedly about the Percy Jackson book she'd just finished reading. Peter had read those books! One more thing besides Captain America and science they could bond over. Maybe, just maybe, he could do this.

"I can do this," Peter said under his breath. "I've got this. I've talked to her before without throwing up, and I will do it again!"

Harry chortled and clapped him on the back. "That's the spirit!"

The girls were approaching, slowing as they neared. As if the girls wanted to talk to them! They were all smiling, all in different ways. Mary Jane's was worried, Liz's was amused, and Gwen's was pleased. She was looking right at him. His heart skipped a beat, followed by a lunge into his throat. Peter took a deep breath, opened his mouth, "Hey, G-"

Flash Thompson marched by, stepping to the right and swiping Peter's foot out from under him. Peter went flying, hands hitting the floor hard, jaw slamming into his fallen English book, neck twisting back painfully and he rolled onto his back, spots of orange dancing in the whiteness behind his lids.

"What a loser! What, did you forget how to walk, Parker?" Flash laughed. He continued on to his friends, giving them high fives and chest bumps.

"Oh my God, Peter, are you okay?" Gwen asked, falling to her knees.

"Flash, you jerk!" Mary Jane snapped. Liz stood back and sighed.

"I...am so not cool," Peter sighed, hissing as Gwen helped him into a sitting position. All of his excitement and confidence had dissipated and resignation settled heavily in his stomach. He'd been so stupid to think he could have done this. Of course something would go wrong. This was his life they were talking about. Peter had been given so much to be grateful for as of late. He didn't get the girl, too.

"I don't know," Gwen said softly, hugging her science book to her chest. "You don't do so bad."

Peter was about to reply when he stopped and looked at her, really looked at her. Gwen was so nice and smart and pretty. She wasn't any more unapproachable than Steve was. All he had to do was dive in and give it a try. She was here, he was here, and it was now or never, right? (Right?!) He just had to be brave, breathe, find the words, and smoothly lead into the subject.

"Do you want to tutor me in science?" Peter blurted out.

Gwen's smile turned bemused, brows furrowed, blue eyes thoughtful as she searched his face. Peter fought not to look away. Eye contact was important. No creepy staring, though, but good old fashioned eye contact. How long could he do this before it was creepy? If she was looking, he could look, right? They really should have practiced this. They could have put Tony in a wig. Or a girl. Wanda could have helped him. The goatee was too distracting, but a real girl to practice on, that would have helped. Might have helped. Better not, if he threw up on Wanda she could blast him to smithereens.

Gwen knew he was good at science. She knew he didn't really need a tutor. He could see that. It was his best subject and Mr. Wilcox was always praising the pair of them for their comprehension and asking them to tutor others in the class who didn't fare so well. Peter always picked up new scientific aspects with ease. It was the one class he really enjoyed.

"Sure," Gwen said, cheeks turning rosy, eyes dropping shyly to her lap then fluttering back up to his gaze with a small smile. "What about Thursday, after school? You can come over to my house."

Peter's eyes were bugging out of his head. Seriously, it was starting to hurt and he was pretty sure they were going to pop out. Having his eyeballs fall into his lap was not smooth, not at all. That was the opposite of sexy. "Yep, great, that's perfect. I love Thursdays. Thursdays are...are...perfect study date. Day. Study day. Not date. Because...Thursday is a day."

Gwen giggled, Harry was stifling laughter, and Mary Jane was smiling like she didn't want to, but couldn't help herself. Liz rolled her eyes, slumping like she was bored. Peter only had eyes for Gwen, and he grinned widely. She wasn't laughing at him, he was pretty sure. In fact, she might even think he was awkward and cute.

The bell was ringing and Peter snapped back to reality as Gwen was getting to her feet, holding out her hand. "Come on, Peter Pan. Don't wanna be late!"

It was a shame they had different first period classes. Peter might have had the courage to hold her hand the whole way there. He was on top of the world today, and no one could stop him.

* * *

Natasha was granted access to Tony's laboratory, surprised by the silence that greeted her. The two other times she'd been in here, she'd followed the banging and cursing until she'd found Tony buried under or behind some machine. Today he was sitting at one of his worktables, a holographic screen shining blue light on his face. Blue-green dots flashed on the screen and Tony was frowning at them, tapping the end of a screwdriver against his chin.

"You wanted to meet, Stark?" Natasha asked, sliding up behind him, curiously eying the dots. Green lines were visible now, mapping out Manhattan.

"These are everyone who owns a Stark Phone," Tony explained. "I can refine the search, just input a few numbers and wa-la." He spun around on his stool to face her. "I find Steve that way, sometimes."

"Stalker," Natasha muttered, not unkindly.

"You and Bruce were at the group home Saturday evening," Tony said. "Not long after Spider-Man left."

Natasha frowned, eying the blue-green dots again. "Stalking your husband is one thing, but the rest of us?"

"Not that I don't - it's how I show my love - but Bruce 'fessed up," Tony said, waving the screwdriver around. Natasha raised a brow. Tony and Bruce were friends, of course they confided in one another. Bruce wasn't tattling on her. If he wanted to tattle he would have taken it right to Steve. Tony was just as curious about their new friend as she was. "You left it alone. You played nice with a little orphan boy and left with no answers."

"And?" Natasha asked. She nodded to the screen behind him. "You find the answer?"

Tony slumped down and shook his head. "No. I could. I gifted him with a Stark Phone. And by gifted, I mean I forced him to take it. Smart kid. He suspects. I definitely could have done it. I could have tracked him down. I could have taken his fingerprints from his glove, saliva from his glass or his fork, it would be as easy as breathing."

"But you didn't," Natasha stated. "You left it alone."

"Yep," Tony sighed. "I trust Steve. There's no one I trust more. And...Well, the kid trusts us. Would be a shame to betray that trust."

"Would it," Natasha said, no questioning lilt to her tone. Perhaps there should have been. Spider-Man didn't seem like a bad kid thus far, but that didn't mean anything. They barely knew him. Natasha had been in the game long enough not to take anyone or anything at face value.

"You'd rather send him to SHIELD," Tony noted. It wasn't a question. He knew what she wanted.

"He belongs there," Natasha said. "This is exactly the sort of thing SHIELD was made for."

"SHIELD is still fractured," Tony waved his hand dismissively.

"Hardly," Natasha snorted. "It's not the powerhouse it used to be, but they're more stable than ever."

"Under the radar," Tony said. "An organization infiltrated by HYDRA is working better than ever now that they have less accountability than ever? Do you really buy that?"

"It's not our job to babysit wayward children," Natasha argued. "We have actual jobs. Steve would have us sit around, holding his hand, instead of putting him in the care of people whose job it is to hold his hand."

"They would poke and prod him, keep him locked away like a prisoner."

"They'd keep him out of society until he was deemed safe, yes. Do you really think that's wrong?" Natasha shot back.

Tony rubbed his temples, huffing out a noise of frustration. "I trust us more than I trust SHIELD, Natasha. And I trust Steve more than anyone."

Natasha sighed. She didn't quite slump, but the energy and emotion drained out of her as she stood there, still watching the dots blink. It could be hypnotic, and she wondered who they were, whose dots he watched. Which dot was Spider-Man. "I know. That's the problem."

Tony smirked. "My trusting my husband, or your trusting him?" Natasha only blinked, giving nothing away, but Tony's grin grew knowing. They'd known each other too long. "You respect him and it bugs you because it's stopping you from doing what you want. Classic. I love it. That's okay, it happens to the best of us. His Disapproval is a superpower all on its own."

Natasha spun on her heel and headed to the door. "I'm still keeping an eye on the kid. Steve can hardly fault me for that."

"You'd be surprised!" Tony called out, and she heard him snickering as the door closed behind her.

* * *

Peter's study date with Gwen was too good to be true. Harry teased him, but told him seriously not to get his hopes up. She was being nice, or didn't understand what he was asking. Harry urged him not to embarrass himself, and Peter was grateful. Harry was just looking out for him. And Harry was shocked when Gwen would turn to smile at Peter in class and she and her friends joined him and Harry during lunch. By the end of the day, Harry was impressed that he'd managed to bag a beauty like Gwen. Peter would have been insulted by how shocked he was, had he not been so amazed himself.

He was in such a daze, he turned down dinner with the Osborns and even a ride home. He walked instead, enjoying the fresh air. The world was much brighter today, and the city smelled fantastic. Kind of like sewage, but fantastic sewage. Peter smiled too much at everyone he passed, offering high fives to people on the street. Several took him up on the offer, some brushed past his hand, several strange looks, and one teenaged boy who laughed and gave him a big hug and then scrambling away. Peter just shrugged and continued on until he heard the crying.

"Come on, Skip, get off!" a young boy was whimpering.

Peter darted into the nearest building, a drug store, and quickly changed into his Spider-Man costume. Halfway out the store he grabbed his cell phone and dialed 911. He hung up before it could finish its first ring. He was already in costume, had wasted enough time getting dressed. He could handle this. It was just some bully in an alleyway. The Avengers needn't know.

Promises were important, and he'd given Steve his word, but some things were more important than rules and promises. Uncle Ben wouldn't want him to hide, to turn his back on someone in need. He couldn't turn his back on a kid being hurt, and he wouldn't risk waiting for the police to show up. It would be too late by then, even if they did catch the bully. He'd be finished already, and the kid would suffer. It wasn't as if he was charging at an alien or a gunman. (Hopefully the bully didn't have weapons, Peter really didn't know.) It was better to ask for forgiveness than permission, surely Steve would understand why he was doing this. Steve knew bullies as well as Peter did.

Rather than going around the side of the building, Peter crawled up the wall, up to the roof, and peered down the side. An older boy was manhandling a younger boy who kept squirming out of his grasp and darting away. The older boy had him against a dumpster now, but the younger one was sliding down, trying to crawl under, but he didn't fit. Peter looked to the rooftop across from him and threw out his hand, shooting a web to the other side. It was quick, smooth, quiet - much better than his original shooters. Another web was shot to the middle of the line and he dropped himself down overhead and immediately tried to scramble back up. His panic made his movements choppy and he snapped his connection to the web and landed with a loud thud behind the pair. The older boy was Skip. The other one had called him Skip, but Peter hadn't thought anything of it until he saw him. He was taller now, bulkier. His hair was a buzz cut now, but the same pale blond.

His vision was fuzzy and for a minute he thought he wasn't breathing, but truthfully he was breathing too much. Too hard, too fast, and he was shoving his heels into the ground and pushing himself back and away. Those hazel eyes were narrowed and Peter gulped loudly and coughed on his own saliva. "Who the hell are you?" Skip demanded. Peter pushed himself to his feet as Skip stepped forward, and only a whimper from the other boy had Peter jerking his gaze away, down to a face pale and tight with terror. The same terror that gripped Peter's heart like a vice.

"Oh, you know...Just your friendly neighborhood Spider-Man!" he laughed nervously. Something ratted in his chest and there was a stinging in his lungs on every inhalation. The other boy was trembling. He was smaller than Peter was now, probably as small as he had been back then, back when he and Skip were friends.

"Loser," Skip snorted and turned around. "Hey, come on now, Jimmy. We can still play."

"Sorry, kids, playtime's over!" Peter said, hopping a little on his feet. His nerves were begging him to run, but something stronger was pushing him to stay. Peter knew what Skip was up to, and he couldn't let that happen to Jimmy. Walking away now would be worse than never having come at all. If only he'd called the police. They would have been too late. Scared as Peter was, he couldn't regret it. This was up to him.

Skip looked him over, from his feet to his head and back down until his skin crawled. "You can play with us if you want."

Peter wanted to run. He wanted to push him, hit him, scream at him, break down and cry on him. None of those would be helpful, and no matter what Skip had done, Peter wasn't going to hurt him anymore than was necessary. Even if Skip did deserve a good black eye or bloody nose.

"Sure, why not!" Peter said.

Skip hadn't expected playtime to involve being bound by webs and left in the middle of the alley. Peter and Jimmy, on the other hand, had a blast. No one noticed them there. In the true spirit of playdates, Peter told Skip they could play a game of Hide and Seek, that he would hide and the police would come seek him later. Peter felt light, yet brittle, when he walked away. He was good in a way that wouldn't last, good in a way that didn't hide the pain. He walked Jimmy home, for the boy's benefit as well as his own, and called the cops when he was done. Just in case no one had found him yet.


	6. Chapter 6

Peter had broken his promise to Steve and he had every intention of making things right. Even running the risk of losing everything, he wasn't going to lie. It was better they heard it from him than through the grapevine, especially if his stunts as Spider-Man continued. Heaven forbid they actually catch him in the act. Peter couldn't not be Spider-Man, he knew that now. He also wasn't going to hide and pretend he was behaving when he wasn't. They had done so much for him and he owed them more than that.

After school on Tuesday, Peter headed to the tower, planning speeches in his head along the way. Should he address the whole team, or Steve one-on-one? Steve and Tony together. He toyed with the idea of revealing his real identity, but changed his mind last minute and put on his costume behind the tower. He really was going to do this, and he was miserable with it. Would they yell at him, or lock him up? Steve said they couldn't just let him go around being Spider-Man. What did that mean? Would they arrest him? Oh no, please don't arrest him. Mr. Parsons was in jail, wasn't he? Peter didn't want to be in jail with Mr. Parsons!

Peter was hyperventilating for the second time in two days when the elevator doors opened. Tony was there in a suit and sunglasses, ready to offer some clever greeting when he realized how bad off Peter was. At that, Tony was crouching down in front of him, patting his face. "Spider-Man? Hey, kid, are you okay? Steve! Steve! FRIDAY, get Steve down here." Strong arms were sliding under his, and there was a soft grunt from the man as he was lifted up. "Okay, note to self, twelve year olds are bigger than they look." Distantly, Peter thought of reminding him that Peter was not a kid, but it didn't seem important. "Please, God, don't leave me with Parsons!" was important, but choked on the words and huddled in on himself when Tony deposited him on the couch.

There was a lot of warmth, a lot of soothing, shushing sounds. Peter didn't know how long it had been, only that his breathing had evened out and he was trembling. He was squished right in between Steve and Tony, his head leaning against Tony's shoulder while Steve patted his arm. They wore such grim looks that Peter yipped and tried to scramble up, but lost his balance and fell back into the cushions. They were worried about him, he realized after a second, and he laughed a touch hysterically.

"Spider-Man, what happened?" Steve asked. His voice was quiet and calm, but there was an undercurrent of something harsh beneath it. Oh man, he knew. He totally knew, and he was trying to be nice, but he knew and he was mad.

"I'm sorry," Peter sobbed. "Don't send me to jail. Don't put me with Mr. Parsons, please!"

"Why would we send you to jail?" Tony demanded. "Wait - why..."

"Why are you worried about Parsons?" Steve asked. The facade of gentleness was cracking, the lines of his face tight and his mouth turned down. The air around them was tense and cold, and Peter burrowed himself further into Tony.

"I saw Skip yesterday, and now I might see Mr. Parsons again, but I don't - they needed to be stopped, they can't hurt anyone else," Peter babbled.

"Spider-Man, what are you talking about?" Tony's question was harsh and loud until Peter was pushing away from him.

"Tony!" Steve snapped, as he Peter's face and forced him to look at him. "Spider-Man, we can help you, okay? We won't let anyone hurt you, but you need to talk to us, okay? Breathe...that's it, like that. Just breathe; no one's going to hurt you. We're here. We won't let anyone hurt you. Okay?" He cooed a little longer while Peter fell forward, flopping his elbows onto his knees and throwing his face into his hands. One of them was rubbing his back, a hand resting on the back of his neck, one on an arm, and a leg. It was nice. Peter breathed steadily, mind blissfully blank, and he never noticed when he began to speak.

"I wanted to help, but I knew...I had to call the police, but I was worried, so I went to go look and..." He let out a steady breath. "I thought it was just a boy being bullied, but it was...The bigger boy was Skip Westcott. He was my first friend. I didn't have a lot of friends when I was little, and he was older and really cool and he thought I was cool, which never happened. He thought I was smart. He called me Einstein." Peter swallowed. "He invited me to his house one day, and...he showed me these dirty magazines. I didn't know what to do or say, and then he was suggesting we do what they were doing...in the pictures. I was so scared. I didn't want to, but I didn't do anything. I just...sat there."

The hand on his neck tightened until he hissed and the hand was being batted away. Peter blinked, more aware of himself, but not conscious enough to stop the words from flowing. "I was eight. Almost nine. He didn't...rape me, but he...touched me. Made me touch him. Kissed me. I didn't...I didn't say no. I was scared, and so I just...sat there. I told Uncle Ben after. He...the cops got involved, but it never went to court. It was...everywhere one day, and nowhere the next."

No one said anything. Steve was stiff to his left. Tony slumped and let out a breath to his right. Peter didn't dare look up. He didn't move. Instead he listened to the silence and focused on the beating of his heart. There was the expansion of deflation of his lungs when he breathed. The saliva running down his throat when he swallowed. The feel of movement in his fingers as he flexed them. Nothing hurt. His mind was still blissfully blank. The memory stayed in the farthest corners of his mind, even when he relayed the information. Peter was here, in this room with them, telling him his story, but he was also far away in another world where nothing was real. His tears were dried now and the devastation had fled, leaving him exhausted and empty.

"And Mr. Parsons touched you," Tony guessed.

Peter nodded vaguely. "Just like with Skip. Just...touching and kissing. He did worse to others, I shouldn't...I told him no, though. That time I said stop. He didn't listen. He never does." His stomach curled up and he let out a quick breath, holding the panic at bay. Steve was breathing quietly, softly, but audibly beside him, in case he needed a guide. Sitting here wasn't real. He was in a dream and slowly was waking. And nothing made sense. He rubbed his face, blinking against the disorientation. He was being pulled against someone's chest. Steve's. Someone was rubbing his back. Tony.

"What they both did was wrong," Tony said roughly, blinking rapidly. "You know that, right?"

"Yeah," Peter said tiredly.

"You didn't tell Skip no, but what he did was still a crime. He was in the wrong," Steve pointed out, as if Peter needed to be reminded. Something pinched in his chest, and he buried his face into Steve. Maybe he did need reminding. That wall in him was crumpling again, little pieces falling away as his shoulders shook.

"Mr. Parsons did it to everyone. I didn't know until...me...S'why I...did this," he flapped his arm against his leg, trying to motion towards his costume. Hopefully they understood. Words were hard to come by, and he didn't think he could explain if they needed him to. "Then Skip was there...I...I should have hurt him, right? But I didn't...it wasn't fair. I tied him up, and I took Jimmy home. I'm sorry."

"Don't be sorry," Steve said, kissing the top of his head and squeezing his shoulder. "You shouldn't have hurt Skip. Don't hurt anyone if you have a choice. You did good."

"I was Spider-Man," Peter said, in case he'd missed that part. He needed to be clear on that. He'd come here to confess to them. He had broken his promise and he was supposed to make it right. Instead he was having a pity party. Peter sat up, and they let him, but kept near, kept touching. It was good touching. There was care in their hands. Not pain. No shame. That was more than he deserved.

"You're always Spider-Man," Tony reminded him, knocking a gentle fist against his side. Peter relaxed a little and smiled.

"I'd rather you call the police like we told you, but you tried that first, right?" Peter winced, about to admit that, no, he hadn't, he'd hung up before he got the operator. But Steve was going on. "You had good intentions, and you helped someone. We won't kick you out for standing up to one bad guy. But don't think you can just go out and hunt down bullies, okay? It's still not safe for you, or for anyone else. Not until you're trained."

"By that, he means 'good job, kiddo, we're proud'," Tony told him and Steve huffed out a quiet laugh.

"Are you going to testify against Mr. Parsons?" Steve asked.

"...I really haven't thought about it," Peter confessed. No one talked to him about it, yet. They might have tried. It wasn't as if he spent a lot of time at the home anymore. He'd been fussed at a little by Mrs. Yarbarough the other day, but other than that no one noticed or cared. "Should I?"

Peter couldn't see, but he could feel Steve and Tony sharing a look over his head. It was some weird married people superpower. Mind-reading and silent conversations. Whoopee. Out of the loop again. They were going to make him testify, weren't they? Or demand that he not. Wouldn't that be the safe thing? Report to police, run and hide. That was what they were teaching him to do. They also wanted to put away bad guys, so he should tell, right?

"I think it would help," Steve said. "There are more ways than one to fight back."

"We also know that this isn't easy, and it's okay if you don't want to say anything," Tony assured him. "A lot of the other boys are coming forward, right?"

"Yeah," Peter admitted, sniffling a little. Steve stretched away from him and Peter wrapped his arms around his middle, holding on tightly. A second later a tissue was dangling in front of his face. Peter awkwardly unwound one of his arms and took it, lifting his mask enough to wipe at his runny nose. He felt small here, in a way that he hadn't in a long time. Not since he was eight years old. At eight he'd been small and lost in the crowd. Here he was small and safe among familiar faces.

"There's not a lot we can do about Skip Westcott," Tony mused after a moment. "If he went after Jimmy now, and you before, he's likely to do it again."

"We can look into the name, at his record. We need to know why the case was dropped," Steve suggested and Peter was pulling away, sitting up. Steve clamped an arm around him, holding him down. "You're a minor, Spider-Man. Even if we can get our hands on his record, your name will be blocked out. Right, Tony?"

"It better be," Tony said. "I won't even look for another name, swear it."

"It's fine, you don't have to...I left him for the cops," Peter explained. He'd given the operator the story, about what Skip had been trying to do to Jimmy. He hadn't exactly given them a lot of information about Jimmy, and even if they found him, would the other boy talk? Was his word really enough to make Skip pay? Peter's hadn't been. Peter slumped against Steve and stared blankly across the room. Skip was just going to get away with it. Again. Tony was right. This was something he liked to do. He did it once, he tried to do it twice. How many others were there, and how many more would there be? "Oh man, oh man, what if he tries to get Jimmy again? We have to help him!"

"We will, we're going to deal with this Westcott kid," Tony told him and Peter twisted himself around to face him. Steve let him go. Peter wanted to look into his face, to be sure they weren't just humoring him. Skip was just a boy. A teenaged boy with no special powers. He wasn't an Avenger problem. There was no one else Peter could take this to. If he couldn't fix this himself, someone else was going to have to.

"You promise?" Peter whispered.

"Of course. We're heroes, remember? This is kind of in the job description." Peter didn't know what they could do that Uncle Ben hadn't, but he let himself breathe and sit back. He had Captain America and Iron Man on his side, and they didn't hate him. His eyes were warm and wet, and he didn't know if he was just that grateful or just that scared. Tucked under Tony's arm, he didn't feel Mr. Parson's hands on his chest, and when Steve pulled his legs into his lap, he forgot the feel of Skip's mouth on his. It didn't matter that they were having a Mental Married People Conversation over his head. Here, he was safe and nothing could get to him.

* * *

Natasha was still and silent with her back pressed against the wall. The entryway into the living room wasn't even an inch to her left. The only sounds now were Spider-Man's quiet sniffling and the swoosh of fabric when someone shifted on the couch. Calmly she pulled out her phone, but thought twice about inputting anything on Stark technology. Closing her eyes instead, she mentally made herself a note. Uncle Ben, Skip Westcott. What she would do with the information was yet to be decided, but she had a feeling it would come in handy.

Spider-Man had gone against express orders to back down as a superhero. Steve and Tony were unlikely to enforce any sort of punishment. She understood why he'd done what he'd done, understood their sympathy, but rules were rules and it was dangerous to have a novice on the streets. SHIELD was better equipped to handle someone of his nature. They couldn't afford to be soft. It could very well be a rouse, an excuse to keep himself in their favor. There was nothing like a tearjerker to endear you to people, appealing to their compassion. Avengers couldn't let their emotions or their humanity cloud their judgment. They had to be objective, realistic and suspicious.

Natasha's shoulders dropped and she brought up both hands, pressing the phone against her chest as she let out a deep breath.

* * *

It didn't take long for Spider-Man to fall asleep. When he did, Steve and Tony carefully shifted him off of their bodies and onto the couch. A throw blanket was produced from the nearest closet and draped over the young boy. They could have unmasked him easily, Tony noted, but he had no real desire to do so. Curiosity was ever present, and especially now he wanted to know all he could about the kid. Whatever trust he'd displayed to them today, Spider-Man still hid behind his alter ego, and Tony didn't want to betray him. They didn't have to know his face or his name to know what was important about him.

"We still need to keep him from suiting up," Tony said quietly as Steve led the way into the kitchen.

"We can't fault him for what he did, but you're right," Steve agreed, tossing Tony a bottle of Gatorade and keeping one for himself. "Standing up to bullies is one thing, but there's a line we need to draw. He's too young for..." Steve swallowed hard, hand tightening around the bottle. Tony waited with bated breath for the plastic to break or the top to snap off. It wouldn't be the first time. Steve waited until his fingers loosened around the bottle and he rubbed his neck with his free hand. "Too young for any of this."

"We all had our reasons for getting into this." Tony twisted the lid and took a small sip, leaning back against the island counter. Steve paced the kitchen, opening random cabinets and examining the contents with more intent than was necessary. Tony's fingers tapped against his chest over the scar tissue, half missing the glass surface of the arc reactor. It had been years, and he'd only worn it about that length of time. He still felt its absence like a missing limb. Funny, since it had been an intrusion for the longest time. "World War II, kidnapped by terrorists, failed experiments, successful experiments..."

"Child abuse," Steve hissed, slamming the cabinet door he'd been holding. The knob came off with it and the men stared at where it sat in Steve's palm.

"I never liked those," Tony said. "Let's redecorate."

"Don't change the subject." He set the knob down hard.

"What is there to say?" Tony asked. "It happened. Parsons is awaiting trial and there's a whole line of kids just waiting - "

"That's right, Tony. Kids. Several kids are going to be subjected to a witness stand. Kids, having to face their attacker and relive what he did to them," Steve spat vehemently.

"Would you rather he walk?" Tony shot back. Pushing off of the counter, he paced around it instead. He had to move, had to burn off the energy burning beneath his flesh.

"No! The awful part is that they need to. They need to do this so there can be justice. They need to do this, so it doesn't happen to anyone else," Steve said. He was leaning forward now, over the counter Tony abandoned, hands braced on the edges. "And this Skip Westcott?"

"We'll get him, too," Tony swore. "Spider-Man will come out with his story. What nearly happened to that other kid will push him to it. He wants to do the right thing. He'll do whatever he can to protect other people, even that." Tony drummed his fingers on the fridge, on the cabinets, the nearest surfaces he passed. "He's a good kid."

"He is," Steve agreed thickly, turning around to face him. Tony walked to him and rested his hands on Steve's biceps, leaning in until their foreheads and noses brushed.

"We'll take care of him," Tony said. "We'll figure this out together, and we'll keep him safe. We'll keep all of them safe. It's what we do."

Steve let out a breathy, bitter laugh. "We sure try."

* * *

Steve introduced a new lesson that Saturday. It was called Asking For Help When You Need It 101. It meant calling for backup. It meant going to the authorities. It meant going to a doctor for any injury sustained on the field. Even for non-physical injuries. Without more information than he was willing to share, they couldn't force him to see a therapist, but they very strongly encouraged it and gave him a list of their top choices of doctors. Peter really didn't need to see a shrink. He dealt with it okay. Sure, it upset him. Sometimes the memories haunted his dreams. Mostly, he was coping. He wasn't suicidal or acting out and he'd get over it one day. All on his own.

His study date with Gwen had gone much better. Her mom served them juice and cookies until Gwen was pink and shooing her out of the room. They did their homework side by side, and Peter ended up tutoring his tutor. Peter brought out a few of his favorite science themed pick-up lines ("You're so cute you make my zygomaticus muscles contract" and the fact that she understood it enough to giggle made him like her even more) (or better yet, "I wish I were adenine, so then I could get paired with U", which earned him a kiss on the cheek). Gwen even threw out one of her own.

"Are you a carbon sample? Because I want to date you," she said, lips spread into a wide grin, a fetching blush on her cheeks.

Peter's jaw fell. "R-really?"

Gwen just bit her lip and nodded, but before Peter could reply, Mrs. Stacy was walking in. "Gwennie, your dad will be home soon."

"Oh, shoot!" Gwen gasped. "C'mon, Peter. You don't want to meet Daddy on the first date, promise. Next time?"

"Next time?" Peter repeated, scrambling to his feet. Gwen helped him stuff his books into his bag.

"You know, if you want to do this again," she said.

"Um...Yeah! Sure, totally, yep," Peter said. Mrs. Stacy urged him to take a few more cookies as he headed out. Delicious as they were, he didn't touch them. He handed them off to a homeless man, in too much of a daze to do much anything more than blinking and muttering under his breath, "My life is awesome. My life is awesome. Please don't let me die. I'm not ready to die. Oh God, something bad is about to happen. Please don't let anything bad happen. That would be just my luck. But I'm so happy."

Gwen and her friends sat at lunch with them every day after that. Harry tried to flirt with Mary Jane, and she was starting to warm up to him when he one day looped her arm through his. She gasped and ran off to the bathroom, and MJ stayed away from them a few days after that. The time she returned to their group, Liz and Harry were dating. Liz thought MJ was scared of boys one day, or a lesbian the next, but no one put any stock into it. Harry apologized for touching her without permission and she smiled and forgave him, and that was the end of it. Peter was making new friends, he had the girl of his dreams, and on weekends he got to hang out with the Avengers. Occasionally on school nights, too, but just for dinner. And, from time to time, he'd visit right after school to get help with his homework.

While he didn't need much help with science, Tony and Bruce were always happy to talk with him about what he was learning. Steve was surprisingly helpful with his Mark Twain essay and unsurprisingly helpful in studying for his World War II history test. Scott and Sam helped him brush up on Spanish until Natasha took it upon herself to make him fluent.

"I'm going to meet Gwen's dad next week!" Peter announced one Friday almost two months later. Everyone was heading into the dining room when he barged in. Peter shuffled after them broodingly. George Stacy was a policeman. That was much scarier than a normal dad.

"Uh oh," Scott said. "My condolences."

"Nah, man, that's good. Means it's serious, right?" Sam said, nudging Rhodey. "They'll be engaged by freshman year."

Peter laughed. Then stopped. "...is she going to expect that? I don't know if I'll be ready by then. I mean, what about...I don't even have a job!"

"Breathe, he's kidding," Natasha said, cleaning under her nails with a knife.

"Oh," Peter said, laughing loudly and slapping the table. "Good. Yep. Totally knew it. Good one."

"Exactly," Tony said, mouth twitching. "Meeting the parents - they'll totally be engaged by next year. Now, they say you should only spend one year planning the wedding, but give yourselves two. You should at least be a sophomore before getting hitched."

Peter wheezed and Steve shot Tony a dark look. "That's not funny. He's only twelve."

"That's why it's funny," Tony told him. "Relax. If you get married before you graduate, we'll ground you."

Natasha and Bruce exchanged a look, but Peter didn't notice. He flopped himself into a chair between Steve and Tony and rolled up his mask with one hand, grabbing a breadstick with the other. "Deal," Peter said. "If Gwen gets upset, I can just tell her my mom said no."

"...you think I'm the mother?" Tony demanded. "Come on! My beard is way better than Steve's."

"I don't have a beard."

Tony pointed his fork at him. "Exactly," and dug into his spaghetti.

"He's taller," Peter said.

"Don't be sexist. Mommies can be taller than daddies," Tony said. "Besides, he's prettier."

"Mommy? Daddy?" Sam mouthed to Scott who just shrugged.

"That is true," Wanda said wisely. Steve smiled and shrugged. "I'll take it." Peter twisted in his chair to look at Steve, then around again to look at Tony. Comparing and contrasting.

"I'd tell you why Tony's the mommy, but you might be a little young for that conversation," Natasha said casually. Steve groaned and dropped his head while Tony's eyes narrowed at her. Peter huffed and sat up tall.

"I'm not that y - Oh. Oh. Oh no. Oh God no. No, no. Noooooo. Whyyyyyyy?" He slapped his hands over his ears and shook his head. "Nope, nope, nope."

"We switch, I'll have you know," Tony declared indignantly.

"I don't think I'm ready for this conversation," Rhodey sighed.

"Not that often," Natasha argued.

"How do you know?" Steve asked, voice deceptively calm. The back of his neck was much too red.

"I have my sources."

Peter went to bang his head into the table, but he forgot he had a plateful of spaghetti there and the team erupted into deafening guffaws. Steve was trying hard not to join them when he grabbed a napkin to help wipe his face off. It was around that time Natasha's phone began buzzing, and her face went blank. She answered the phone as she stood up. When she gave Steve a look, he set down the napkin and got to his feet.

"Avengers Assemble!" he exclaimed and ran off. The others scrambled after them, leaving only Peter, Tony, and Bruce at the table. Peter blinked and looked around at all of the empty chairs, to their retreating backs. He was confused for a long minute.

"What's happening?!"

"I'll put on the news," Bruce offered. The three moved into the living room, and with a word from Tony, FRIDAY played the news for them. Buildings were crashing to the ground. People were running, screaming. Large, hairy beings, not human, nowhere near human, were stomping across the streets. Queens. They were in Queens. Peter stood there, thinking of home. The pale yellow wallpaper in the kitchen and Aunt May's humming as she made him oatmeal. There had been a small yard Uncle Ben taught him to rake. Their graves weren't far from that house. Graves these monsters could easily trample all over.

Peter hadn't visited them in too long.

"No!" Peter gasped, spinning on his heel and darting towards the elevator. Out of nowhere an arm slammed into his middle and yanked him back. Peter kicked his legs and flailed his arms. With a grunt from Tony, he'd broken free, running.

"FRIDAY, stop the elevators!" Tony called out. No matter how hard or fast or often Peter hit the button, the doors were closed to him. Peter fumbled at the line in the metal, trying to pry the doors open. Tony was kneeling down beside him, Bruce hovering behind. "Hey, Spider-Man, they'll be okay. They've done this before."

"Aunt May and Uncle Ben are there!" Peter sputtered. "I have to - "

"The Avengers will take care of it. They'll be safe, I promise, but you won't be," Tony said, reaching out to rest a hand on his arm, but Peter jerked away from him.

"They're dead! They're already dead, they're buried there. What if they - I won't have anywhere to go," Peter snapped, banging his fists against the elevator door. He'd break through if he had to. Heck, he could jump out of a window.

"Oh," Tony said quietly. "Look, Spider-Man? Hey, Spider-Man? We'll take you to see their graves later, okay? I'm sure nothing will happen to them, and if it does, we'll fix it. Okay? They'll still have a place, and you can go visit whenever you want. But you need to stay here. Our family's out there, Spider-Man. They need to do their job, and if you go out there, they'll be too worried about you to do that job."

"I can help!" Peter pleaded. "See, I can shoot webs and I can - "

"No," Tony said firmly. "You can't. Calm down, Spider-Man. We need you to stay here. You aren't done with training yet, and you can get hurt."

"They could get hurt!" Peter exclaimed. He had to understand. They were his family. Tony wouldn't want them to be hurt anymore than Peter did.

"They'll get hurt worse having to babysit you," Tony snapped.

"Hey, look. Spider-Man? Look," Bruce was saying and Tony was patting his arms, turning him around to face the TV. War Machine was punching one of the monsters. Wanda was throwing red magic at three. "They're doing fine."

"Come on, Spider-Man," Tony said quietly. "You made a promise. Remember?"

Peter sighed and slumped against the elevator doors. Tony stood up and Bruce stepped in and together they walked him back to the couch. Peter shuffled along uncertainly. He should be helping. With this, above all else. Queens was his turf, and those brutes were destroying it. His home was still there, and his family. Queens wasn't undefended, though, and he had made a promise. As they sat there, doing nothing, Vision was dropping Natasha onto one's back.

"You were close with your aunt and uncle?" Bruce asked gently. His eyes were still on the TV, but Peter could feel his attention.

"Um, yeah," Spider-Man said. "They, uh, they raised me." They wouldn't ask, but they were curious. So he told them. He needed to talk. He needed to remember and convince himself that doing nothing was for the best. "My parents died in a plane accident when I was a baby. I went to Uncle Ben and Aunt May, and they raised me like I was their own. They died a few months ago." His throat was tight as he spoke, his stomach empty. Grief ached distantly. He could feel the hot tears sliding down his cheeks, a rattling in his chest and his breaths were too sharp, too short. Tony's hand moved to his leg, but jerked away and moved up to pat his arm. Bruce turned towards him. "I was mad at them and I stormed out. I saw a man breaking into our neighbor's place. He had a gun. I should have told someone...but I was so mad. I walked away. When I came back..." Peter shook his head and the dam holding his sorrow at bay burst. He sucked in a breath and trembled. "When I came back he'd...the guy...he'd broken into our house. They..." He couldn't finish.

The thief he'd let go hadn't found anything worthwhile in his neighbor's apartment, so he'd turned to the Parker household. He broke in and found his aunt and uncle. His aunt had been on the phone with the police, trying to get them to look for him. The gunman had aimed at her, but Uncle Ben jumped out to shield her. He'd died instantly. Aunt May was still alive when Peter got home, but by the time the ambulance arrived, she was gone. He'd left them alone. They'd faced the thief alone, because he hadn't been there to protect them. Peter saw what the man was doing next door and had done nothing. Peter made the decision to allow that crime. It was a problem for the neighbors, not him. He had known better. Uncle Ben had raised him better than that, and he had known it. The last memory he had of his family was a fight. A stupid fight.

"It's all my fault," Peter whispered.

"It's not your fault," Tony argued. "Spider-Man, you're a kid. You're not perfect. You make mistakes. That doesn't make what happened your fault. You didn't break into those apartments. You didn't pull a gun on innocent people. What happened was awful, but it's not on you. That is not your responsibility."

"I should have been there," Peter sobbed. He almost took off his mask, and when he realized what he was doing he tugged it back down in a panic. He stuffed his hand beneath the mask instead to wipe his eyes and his nose. His free arm was holding his stomach. If he let go, he was going to fall apart as physically as he was emotionally. Peter rocked himself forward and shook his head. Aunt May had looked at him, patting his face and giving his hand weak little squeezes where he sat with her. Peter had been crying and she'd been offering him comfort he didn't deserve as she lay dying.

"For what? So you could have been killed to?"

"Tony," Bruce warned, but Tony waved him off. Peter didn't look up, but he could feel the weight of those eyes on him.

"The only thing that would have changed was that you would have died with them. Do you think they wanted that?" Tony demanded. "Don't answer that. The answer is: no. Sure, you fought. Yes, you were a brat. That's families for ya. You loved them, didn't you? Guess what, they loved you, too. Nothing you did could have stopped what happened."

"I could have called the police when I noticed him!" Peter yelled. Tony laughed miserably at him.

"You want to be guilty of something," Tony offered Peter's shoulder a pat. "The police might or might not have gotten there in time. That doesn't change what happened. Still not your fault. You not calling the cops didn't make him break into your home, understand? He made that choice. I'm sorry...I'm sorry you had to go through all of that. You've had a hard life, and I know it sucks. It's okay to be upset. It's not okay to blame yourself. It's really not okay to risk your life when you know that's not what they would want. Not when you have people who care about you now, who would hate to lose you the way you lost them."

Tony might have a point. He had friends now in Harry, Gwen, MJ, and Liz. There were the boys at the home like Jeff, Calvin, Teddy and Nick. There were some of the staff members, like Mrs. Daigle and Ms. Rice and Mr. Grady. Peter got along with the Avengers, and they might like him. Enough to miss him, even.

"I can't not be Spider-Man," Peter said after a while. Steve was going back and forth, bashing two monsters in the face with his shield.

"Of course not," Tony said. "Just...not now. No tying up monsters in an alley until you have a driver's license, at least."

Peter sat up a little straighter, tearing his eyes away from Ant-Man growing in time to trip one of the monsters. "Steve said I had to be eighteen."

"Sixteen, at least. Could be eighteen. Could be thirty," Tony said.

"He'll be a grandpa by then," Bruce muttered. Peter gaped while Tony tried not to snicker.

"Banner, I'm shocked at you. Really? He's just a kid."

Peter opened his mouth to argue. He was a man, he'd say. Because he was Spider-Man. And one of them would call him Spider-Kid, and he'd be offended. They'd pick on him while he stood his ground because he was way more mature than kids his age. Captain America was on the screen, though, being dropped into a circle of those monsters by Falcon. He distracted them, turning every which way, dodging hits and bashing them with his shield. With the monsters distracted, the rest of the team came around from the outside. Black Widow swung their legs out from under them. War Machine threw one into a building. Scarlet Witch blasted them with her red magic.

He hadn't felt this much like a kid in a while. He might be a step ahead of most kids his age, but he wasn't on par with the Avengers. Not yet. He couldn't be out there them now. He could try. He could spin his webs to catch the monsters. He could blind them and bind them and string them up, but not all of them. They'd fling him around easily. Peter was small and fast, but that was his only advantage. He lacked their experience. He wouldn't be able to move in tandem with them. Peter would have tripped up the Widow or have been tripped by the Captain. With his luck, he might even have stepped on Ant-Man.

It was as humbling as it was disappointing. At least tomorrow was Saturday. Peter had a lot to learn.


	7. Chapter 7

On Christmas Day, Peter went to go visit Uncle Ben and Aunt May. He was dressed as Spider-Man with a black suit worn over his costume. Bruce drove with Natasha riding shotgun. Peter sat in the backseat, squished between Steve and Tony. They sang Christmas carols, prompted by Steve, and they made a pit stop to buy a bouquet of poinsettias and a wreath. The foursome hung back by the car while Peter ventured down to their plots. The gravestones were still perfectly intact. Peter glanced over his shoulder, making sure the Avengers were still several yards away, and turned back to roll up his mask.

"Hey, Aunt May. Hey, Uncle Ben. Merry Christmas," he said quietly. He laid the bouquet down for his aunt, and leaned the wreath against his uncle's headstone. He should have woken up this morning to warm hugs and hot chocolate. Aunt May would have made eggs and bacon with a gingerbread man on the side. Uncle Ben would preach about the true meaning of Christmas, and how no one needed gifts to celebrate the holiday and by the end he'd be handing Peter his presents, all lovingly wrapped. He knew they wrapped their own. The neat and pristine gifts were always from Aunt May and the sloppy gifts with too much tape were from Uncle Ben. They'd sing and dance and watch a movie. Peter and Uncle Ben would help Aunt May bake sugar cookies, and they would all eat the leftover dough out of the bowl. That night they'd pass out cookies and candy canes to their neighbors and return home to a warm dinner. The fond memories made Peter smile, even through his tears. His chest ached in longing for moments he'd taken for granted, and would never have again.

"All I really wanted for Christmas was to have you both back," Peter confessed, sniffing and wiping tears. The cold air stung his wet cheeks. "I know you can't come back, though. I don't think I'd really want you to. Heaven must be really nice, and you both deserve that. You worked so hard...It's good you can rest now, and be happy. I'm sorry I wasn't better...wasn't better to you. I...I'm trying now, to be better. I'm...I'm going to be a hero one day, like the Avengers. I have powers and...I'm Spider-Man. Kinda lame, huh? It was all I could come up with. You know, spider powers, Spider-Man. Ha ha. I'm clever, right? I bet you'd have had a better idea, Uncle Ben. I really wish you were here..."

Crouching down before the graves, Peter buried his face in his knees and held on tightly. Eyes squeezed shut as the tears leaked out and his body trembled with the force of his sobs. Everything was breaking down inside of him, crumbling like the beloved buildings he'd grown up around. They were rubble now, still being cleaned up after the attack. Buildings were broken, people were broken, but life around them moved on. Life moved on without May and Ben Parker, the Earth still spun and the seasons still changed. Peter had changed. Peter had a new life now, new friends and family. His world, if no other, should have stopped. How could he show he loved them if it was so easy to find a new home? Peter rubbed his face and tugged his mask back down.

By the time he stopped crying his legs were cramped so he moved them out to sit on his butt. He was calm, distantly feeling peace settle deep within. Thinking of his aunt and uncle in Heaven, dancing to their favorite Christmas songs, smiling at each other and down on him, he didn't feel quite so alone. He was humming those songs when the others joined him. When he recognized the tune, Steve picked up on singing along. For close to half an hour they sat with him, serenading his aunt and uncle. They only stopped when Peter was ready, using Tony's shoulder as leverage to stand up. The others stood with him, waiting for his next move.

"Merry Christmas, Mr. and Mrs. Parker," Steve said. Peter froze. Their names were on display and he hadn't considered it. Panic that might have gripped him yesterday was absent now. He was too drained to be worried. "You raised a great boy. I know you're proud of him."

"We are, too," Tony said quietly. "We'll look after him now."

"Not that you'll ever stop," Steve looked at Peter when he said it. Peter weakly smiled up at the pale gray clouds stretching across the sky. He only ever felt close to them at their graves, and it had been a while since he'd last visited. Now they stayed with him as the car drove away and they remained the entire journey back to Manhattan. They were smiling down on him, sending him their love for Christmas. He could feel it. When he teared up again it wasn't with sorrow. Hidden behind the mask, no one else had to know.

* * *

Steve and Bruce were bakers, Peter learned. Peter sat at the island counter and watched them prepare desserts. Recipe books were open, ingredients scattered along the counters, and Peter leaned closer to look at what Steve was making. The page was faded with age and sticky with treats long past. Aunt May's cookbooks all looked that way. She'd always been able to read through the dried butter-flour, the milk-sugar-egg, the cream-cocoa powder, and even the buttercream frosting. Steve shared her gift. Aunt May really would have liked Steve. Steve would really have liked Aunt May. She'd have pinched his cheeks and he would have helped her put up groceries. The image made his chest tight and hollow.

"I love fruit cake!" Peter chimed in, glad for a distraction.

Bruce groaned but Steve grinned. "Really? I thought Wanda and I were the only ones."

"Nope, I love it," Peter said. "Aunt May could never make it, but they always got me the store bought kind for Christmas."

"Oh?" Steve said lightly. There was a bag of sugar in his hand, but he wasn't doing anything with it.

"Yep. It'll be nice to have actual homemade fruit cake," Peter said with a cautious shrug. He glanced upwards apologetically. It was okay that Aunt May couldn't ever make it right. "She made her own sugar cookies and gingerbread men. Are you going to make any of that?"

Bruce lifted a wooden spoon as Steve jerked a thumb over his shoulder at him. "Bruce is on cookie duty. I'm making the cakes and pies."

Bruce made gingerbread people, sugar cookies in different shapes, fudge, and peanut butter balls. Steve made fruit cake, eggnog cheesecake, apple pie, pecan pie, and pumpkin pie. Peter helped them when he could. The kitchen was really crowded around noontime when Wanda bustled in to work on lunch and dinner, fussing at them to move out of her way. Steve, Peter, Rhodey, and Sam prayed over their meal while the others politely waited. His aunt and uncle would be glad he was having so much fun, the knowledge stopping guilt in its track.

* * *

The Avengers gave him presents that afternoon. He hadn't expected it. Bruce offered some of his favorite science fiction books. An Avengers backpack from Rhodey. A knitted blanket from Wanda, socks from Vision, comics from Sam, a video game from Scott. Natasha told him her gift was letting him live, but gave him the second gift of a camera. He had maybe mentioned his interest in photography once or twice, and was surprised by how nice the camera was and how thoughtful the gift. Camera clutched in one hand, Peter jumped up and hugged her tightly. The room held its breath and after a moment she hugged him back and smirked.

"Come on, kid, we saved the best for last. And the best is, obviously, from me and Steve," Tony said. The pair stood from the couch and smiled at him. Heck, everyone was smiling. They all knew what it was and it was awesome, he could tell. Peter got up after them, still clinging to his camera. He wasn't ready to put it down. This was a real camera. Not some cheap, plastic disposable thing, but a real one that had all sorts of settings to choose from. He was just itching to play around with it and get a feel for it.

Steve and Tony led him, alone, into the elevator and up to the 52nd floor. It was the level between the living area and the training floor. Peter had never been on this floor, hadn't thought to ask and had never been told. From the elevator there was a small, open area that led into a long hallway. They were near the end of the hallway when they turned to a door and motioned for Peter to open it. Peter glanced between them uncertainly. How big or awesome was it, to be hiding in a room on a different floor? Maybe it was a robot. Or a dog. Maybe it was a Spider-Mobile. Nah, that'd be in the garage. In other news, he totally knew what he wanted for his birthday.

Tony was shifting on his feet anxiously and Steve stood very still, grinning very big. Peter wanted to ask what it was. Something this big needed preparation. Eager and hesitant, he reached out to twist the knob, pushing the door open, and inside was...

...a bedroom.

The light flicked on and Peter looked around. There was a twin bed with navy blue sheets, a bedside table with lamp, and an empty bookshelf. A desk stood at one wall with a sleek red Stark Computer. On the wall just a few feet from the door was a TV and three different game consoles with a comfortable black chair in front of them. The inside of the door was navy blue with a big black Avengers's A. Above the bed was a painting of Spider-Man, in full costume, lounging back in a web, Spider-Man written in big yellow letters overhead.

"Uhh..." Peter said, staring at the painting. It looked like a comic book cover, which was so cool. But who in the world had a big Spider-Man picture in their room? Peter turned back to the men questioningly.

"It's yours," Steve said, giving him a nudge in. "Whenever you want it."

"You can crash whenever, however long...There's a place for homework right there," Tony said, coming in behind him and pointing at the desk. "You have your own bed. Need to chill? Boom. Games? So many games."

"No games yet," Steve said. "We can go shopping tomorrow."

"Yeah, yeah, not to waste money on games you may or may not like," Tony rolled his eyes. "Because we're so broke. I'm not a billionaire or anything! No girls. In this room. Not until you're fourteen."

"Eighteen," Steve said.

"Sixteen," Tony supplied. "Sorry. You're just not ready. And you can put your books here, you know, whatever you want to have here. And...the closet's over here, so, y'know, bring all of your one costume. Or regular clothes, but no pressure. Just...whatever you want to have here, you let us know. Or you can bring it by. This is your room, do what you want with it."

"But no girls," Steve said.

"Yeah, don't do girls. Boys, on the other hand."

"Tony."

"Right. Inappropriate. Mea culpa."

Peter wandered further into the room as Steve fussed at Tony. He set his camera on the bedside table and stepped back. Books sprang to mind, which ones would go well on the shelf. The walls were a light gray color. He had posters he could hang up. Bill Nye would go great right there, that Einstein quote over there. He pictured his new backpack filled to the brim with books and binders, hanging over the end of his desk chair. The empty dresser had plenty of room for his new socks.

His chair. His bed. His room.

"Like a home?" Peter asked, voice shaky. He scarcely dared to believe, but this was so much. Too much to be just a guest room he was welcome to. Right?

"Exactly like a home!" Tony said.

"If you want," Steve amended. "This is whatever you want it to be. An escape. A home. Whatever you need, you have a place here. In this building. With us."

Peter lowered himself onto the bed and let it soak. This room was his. This tower was his home. The Avengers were like a family. Family. Of course they were family. They had meals together. They helped him with his homework. They steered him onto the right path. They cared about him. Those were things families did.

"Wow," Peter said.

"It's not too much, is it? Look, no pressure, we just thought you might like a place of your own, to get away, when you need to. I know it's a little crowded at the group home, and you don't have a lot of privacy," Tony paced and gesticulated while he babbled.

"No pressure," Steve reiterated. He was calm and steady compared to his husband's chaotic energy. "This is whatever you want it to be, Spider-Man."

They thought he was upset. Peter laughed. Without giving it any thought, he peeled off his mask and faced them. Half panicked, half excited, he wrung his mask in his hands. They were his family, and he couldn't hide from his family. There was nothing to fear because they weren't going to hurt him. Both men were wide-eyed and still. Tony glanced at Steve, and Steve moved his arms over his chest. Tony shifted from foot to foot. Steve stood a little straighter. They were lost, and that set him to ease more than anything.

"My name is Peter, actually," he said.

Tony let out a breath. "Finally." Steve rolled his eyes. Peter snorted and slid off the floor to walk to them. "Does he look shorter without the mask? I think he's shorter. You've been lying about your height this entire time. Playing us for fools."

Steve was exasperated by his husband, but pushed it aside to stick out a friendly hand to the boy. "Good to meet you, Peter."

Peter ignored the hand and hugged him instead. "I love it. Thank you." Beneath his arms, Steve let out the breath he'd been holding and hugged Peter back. When they were done, Tony opened his arms in expectation and Peter gladly hugged him, too. Tony looked at Steve over Peter's head, still smiling as something settled in his brown eyes that turned Steve's curious.

"Glad you like it, but this isn't all," Tony explained, gently prying Peter back to look down at him.

"I don't need anything more than this! Even this is...well, it's a lot," Peter said. They'd given so much, not just this room, but everything they'd done for him. Taking him to see his aunt and uncle had been plenty. The room was going overboard. Peter didn't think he could handle much else. Anything more he wouldn't be able to accept, no matter what it was.

"Hardly," Tony said. "You did mention home, didn't you?" Peter slowly nodded, glancing at Steve, wondering if the wordage had been presumptuous. Steve was still watching Tony, though, and Peter turned back to him. "Well, that's what we want. Steve and I would like to adopt you, Peter."

Peter was too busy gaping at Tony to spot the surprise etched into Steve's face. "Really?" Steve mouthed and Tony gave a short nod. Steve stepped forward, wrapping an arm around his husband and kissing the top of his head. With hopeful expectation they waited for Peter.

"Are you serious?" he asked. This had to be an elaborate prank. First they'd given him a room in the Tower, and now they wanted to adopt him?! Captain America and Iron Man wanted to adopt him. Steve and Tony wanted to adopt him. That's who they really were. They were Steve and Tony, the people he trusted more than anyone else these days. The men he went to with his girl problems and his homework. Heck, he'd told them so much already, about Skip and Parsons and his aunt and uncle. They were already his family. Aunt May and Uncle Ben would approve. He felt that deep down. Aunt May would tell him to be happy and Uncle Ben would urge him to take this chance. Neither would want him to be alone. Both wanted him to be safe and loved.

"Of course we're serious. We joke, but not about what matters," Tony assured him. "You're one of us, Peter."

Steve added, "You already fit in so well here, with us and the team. Tony and I can be your mentors, your friend...your parents. Whatever you need us to be. We want to take care of you, and be here for you."

Peter smiled and shuffled his feet, looking down at the floor while he got a grip on himself. "You already do all that."

"Yeah, I guess we do," Steve agreed warmly.

"It's you're choice, one hundred percent," Tony said. "We trust you...you clearly trust us. And since we're allowed to know who you are, it will make the adoption process much easier."

"Well, yeah, of course I want to!" Peter exclaimed, spinning around to look at his new room again. "You guys have been so great to me, and I...I know I can count on you. This...this has been home, even before today. And you and...everyone...were already family. Might as well make it official."

Still he waited for the other shoe to drop, for the others to pop in with a camera crew and yowl cackle about what an idiot he was. None of that happened. Steve grinned a little bigger and Tony was pacing again, StarkPhone in hand, prattling about calling a lawyer in the morning and asking FRIDAY to pull up information about the adoption process in the state of New York.

"Seriously?" Peter asked Steve quietly, hopefully.

Steve's face was soft as he rested a hand on his shoulder. "Seriously."

* * *

The family room was fuller when the trio returned. Hope van Dyne sat beside Scott and a little girl was in his lap that could only be Cassie Lang. Sam's girlfriend, a pretty blonde named Sharon Carter, had stolen his spot in the armchair and he was sitting on the floor in front of her, one hand wrapped around the ankle draped over his shoulder. Clint Barton, his wife and three children sat around the coffee table nibbling on cookies. Peter huddled a little behind Steve, naked without his mask. Breathing came a little faster and his arms wrapped around his chest. He'd been brave enough to come out to his new dads, why not the rest of his family, too?

"Attention, attention!" Tony called out, waving his arms over his head until the talking died down and he had their attention. Steve offered his back a comforting pat, but Peter was still huddled away, nervous. Tony and Steve had accepted him, but would everyone else? "Steve and I are happy to announce that we are going to become parents."

"Wait, what?" Clint asked, waving his arms in a 'time out' motion, a cookie in each hand. "Stark, are you pregnant? Congrats, man!"

"Daddy, boys can't have babies!" his daughter giggled.

"That's right," Clint agreed with a straight face.

"First of all, Barton, shut it," Tony said. "Second of all, it's a boy!"

"Are you - ?" Steve started to ask, frowning, but Tony was stepping aside now, and Peter was in the spotlight. All eyes were on him. Clint and his wife, Natasha, Rhodey, Wanda, and Vision all wore blank looks. Bruce and Scott were surprised. Sam, Sharon, and Hope were confused, at first, realization arriving when their gazes dropped to the emblem on his chest. Peter gulped. No one said anything. Sam and Sharon exchanged a look. Hope turned to Scott, but he and Bruce were watching Peter patiently. Peter wiped his sweaty palms on his legs and had a hard time meeting anyone's gaze.

"Um. I'm Parker. Peter Parker," he said, giving his best James Bond impression. It was actually kind of lame, but it earned him a few laughs. "You might also know me as your friendly neighborhood Spider-Man!"

"That's it," Scott said, snapping his fingers and pointing at Peter. "That's where I know you from."

Sam snorted and jerked his chin his direction. "It's about time, kid."

"Wait, so you're actually adopting Peter?" Bruce asked. He was so serious that Peter stood very, very still. Bruce was okay with it, wasn't he? With him? Peter had always been very fond of Dr. Banner. He was that cool geeky uncle every kid wanted. Well, Peter always had, anyway.

"No, the other kid," Tony quipped, earning a slap to the arm from Steve. Tony rubbed the arm. "Abuse! Everyone saw that, right? I have witnesses, Steven."

"Shut up," Steve mouthed to him fondly.

Bruce's expression relaxed as he offered Peter a look of approval. "Welcome to the family, Sp-...Peter."

Peter grinned. "Thanks."

"...Speter-Man," Clint muttered. His wife, Laura, laughed and bumped him with her arm.

Everyone got to their feet, suddenly crowding around him. There was cheering and applauding, handshakes and fist bumps and hugs. Natasha even ruffled his hair and affectionately called him a punk. Scott gave his cheek a pinch while Cassie squeezed him around the middle tightly. "You're cute!" she giggled and Scott wrapped his arms around her and pulled her away. "Okay, that's enough of that." Scott gave Peter a mock glare. "I'll be talking to your parents, young man."

"Is it just me, or is he shorter without the mask?" Clint asked.

"That's exactly what I said!" Tony exclaimed. "See? I told you."

"C'mon!" Peter groaned. He wasn't that short! Sure, Gwen had half an inch on him, but still. He had room to grow. You couldn't expect everything at twelve.

"Ease up, Stark. The kid might not want you if you keep picking on him," Hope warned.

"Sure he will. Who doesn't want Iron Man as a dad?" Tony said.

"You're not Iron Man anymore, are you?" Sharon teased.

"I'll always be Iron Man!" Tony argued. "I'm just semi-retired."

"That's okay. I think Tony's a great dad," Peter said, turning pink when he realized how mushy that probably sounded. Hope and Sharon bit their lips and Peter shrank, half expecting them to laugh at him. Their lips were curling up, but after several agonizing seconds they squealed, "Awwww!"

"Oh my God," Scott said in alarm, gaping at Hope. Sam placed the back of his hand against Sharon's forehead until she batted it away.

Tony was looking at him now, the sort of awed and proud look that Peter suspected was a Dad Thing. Uncle Ben would give him that look sometimes, when he had done something especially good. There was that time he skipped school to take care of Aunt May when she was sick or when he spent his chore money buying a homeless man a hotdog. Then Tony coughed and shook his head, offering the crowd his thousand what smirk. "See?" he preened. "The kid thinks I'm awesome."

"Great. I think he said great," Steve corrected, to which Tony elbowed him. "Abuse," he muttered. "I have witnesses, Anthony."

"I'll bribe them."

What remained of Peter's tension melted away as he was ushered back into the living room. Scott and Clint were asking what their silence was worth. Sam was offering Steve his loyalty. Peter ended up on the floor with the other kids, but that was okay. Katie Barton gave him a piece of gum and Cassie curled up very close to his side. Chatter and laughter continued on. Cooper spoke animatedly about his favorite sports team. The adults picked on each other until Tony was tired of being bullied and shouted for FRIDAY to start A Christmas Story.

It wasn't Christmas with his aunt and uncle, but it was special in its own way.

* * *

The kids were all fast asleep before ten that night. Steve picked up Peter with ease and Tony followed them up to Peter's new room. Clint got Katie in his arms, leading a drowsy Cooper by the hand to a guest room while Laura followed carrying Nathaniel. Scott and Hope followed with Cassie. Sam and Sharon were discussing the merits of placing enhanced children with suitable adults, which sounded a lot like business, but rang of possibilities. The thought had crossed Natasha's mind, too.

The main reason Steve had been so keen on taking Peter in was that he was a young boy with powers he didn't know what to do with. He needed a mentor. He got a family. People like them weren't meant to be parents. Natasha and Bruce very well couldn't. They'd had that conversation before. Motherhood had never been in the cards for her, and most days that was fine. She didn't need children to be fulfilled in life.

Clint had to send Laura and the kids to a safe house when he joined the Avengers. Yellowjacket had gone after Scott's family when he became Ant-Man. The only reason Steve and Tony were adopting Peter was because of his abilities. It wasn't foolproof, but he'd be safer than the average child. Peter was better equipped than Cassie or the Bartons to defend himself.

It wasn't such a far-fetched dream anymore. It wasn't out of the question. Maybe it was too soon for Bruce and herself to think about. Their official relationship status was still shiny and new. Not for lack of interest. They'd danced around each other for years. Whenever they would get close, something would get in their way. Their actual dating might be new, but her feelings for him weren't. Natasha had known Bruce long enough to know that she loved him, even if she had never said the words. It might be too soon for that, too soon to consider taking the next step, but she had seen it in his eyes. The possibility.

There were other kids like Peter out there. There were children with abilities who were too much for their "normal" families to take. Natasha knew just where to find children like that. She knew they were out there. She also knew they were probably better off where they were. More than a home and parents, they needed to be safe. They needed to learn.

"Don't do it, Natasha," Bruce said quietly the instant she moved. She said nothing as she got to her feet. When he grabbed her hand, it wasn't for his quickness, but for her allowance. His hand was cool and clammy when he squeezed hers. "Please."

"I'm going to the bathroom," she said. Bruce frowned, but let her hand slip from away. His disappointment and resignation followed her across the floor. Her cellphone was in her hand when she reached the bathroom door, at her ear and ringing when she closed it behind her.

"Phil's in the kitchen, give him just a minute," Pepper Potts answered.

"Thank you," she replied.

Muffled, muttered voice then Phil Coulson was answering. "Romanoff?"

"We've found an enhanced. Boy. Twelve years old. Name: Peter Benjamin Parker."

* * *

A/N: **MINOR AGE OF ULTRON SPOILER.** I don't know if everyone did the research I did, but I found out the names of Clint's older two kids are Cooper and Lila. For my own needs, Lila's name is Lila Katherine, but she currently goes by Katie. You'll see why, if you read further installments to this series.


	8. Chapter 8

"Come on, Petey, are you ever gonna introduce us to the new 'rents?" Harry asked, slapping him on the back as they sat at their usual lunch table. The girls were already there. Gwen beamed at Peter, his heart fluttering in response. Liz turned all sweet smiles and batting lashes at Harry. MJ stabbed her meatloaf moodily with her fork and Peter's smile faltered. Gwen glanced at her friend, then back at Peter, frowning and shaking her head. It did nothing to ease his concern, but he decided to trust Gwen.

"Um, I don't know," he said, realizing he still hadn't answered. "I mean, the adoption's not official yet."

"It'll go through, don't worry," Gwen said confidently. That was one of many things Peter adored about her. She didn't say it to make him feel better. Gwen didn't just have hope. She really, truly believed that things would work out for the best. Her faith was strong and contagious. Any lingering doubts Peter entertained melted away in the face of Gwen's bright optimism.

"Anyway, I'm just...I'm trying to get used to things," Peter hedged, shrugging and studying his mashed potatoes intently. It would come out eventually; his new parents were sort of famous. It was still new and the three of them were still getting used to the new arrangement. Peter just wanted to keep them to himself for now and let it sink in before bringing his friends into his new world.

Some part of him wanted to keep his friends to himself, too. This world might not be much, but he really cared about his friends. Insecure as he was, he needed to make sure it was him they really cared about. He didn't want them sticking around because of his newfound money and fame (or at least his ties to it). They would all go fan-mode the moment he told them, it was inevitable. Of course they'd think it was so cool he was living with the Avengers. Peter once thought the same thing, before he got to know them. Now it was awesome for other reasons. Peter wanted them to visit him because he was there, not to gawk at superheroes. Some protective side of him wanted them to appreciate his family not as the legends they were, but as the people they were, too. He reminded himself his friends needed time and opportunity to reach that point.

Peter wondered if Harry felt like this a lot. All his life, Harry had been "Norman Osborn's son" or "that rich kid", known by his family's reputation and the company's reputation more than who he was. Peter had always been the poor little orphan, friend to the wealthy heir to the Osborn fortune and company. Truthfully, it hadn't meant much to Peter. It was Harry who was his friend, his first real friend in the world. He wondered if Harry knew that, but he figured it would be awkward to bring up now.

"That's okay," Gwen said, reaching out to give his hand a pat.

"It's understandable," MJ said quietly, lifting her head with a tense smile. The heaviness in her green eyes bothered Peter. He wanted to reach out and take some of the weight, to hug her and drive away whatever was hurting her. Even Gwen was worried, but she leaned back, out of Mary Jane's line of vision, and shook her head again. MJ was more likely to open up to another girl, and she was closer to Gwen than anyone. "We can be patient, can't we, Harry?" She shot him a half-hearted dirty look and Harry just chuckled.

"Yeah, yeah, I know. We're just happy for you. And curious," he admitted. "But mostly we just want to support you and celebrate with you."

"Well...we'll celebrate when it's official. Promise."

Harry had been pestering Peter ever since he found out about the adoption. He was always offering to have his driver bring Peter to his new home - which he'd done before, but not on a daily basis. Harry wasn't mean about it, he genuinely was excited for Peter, and hurt that Peter was hiding things from him. Peter didn't like it, but he was too scared to say anything just yet.

It had been a month since Christmas, and living with the Avengers was awesome. He still walked around in his costume a lot, especially when people he barely knew visited. Sometimes he went around the lower levels of the building in costume, just for kicks. Not much had changed, other than the amount of time he spent there, his new room, and the fact that he wasn't always in costume.

Team members were always in and out of the tower. Only Steve and Tony were constants. Steve cooked dinner most nights, but Tony made them get take out at least once a week. There was always someone willing to help with his schoolwork, or with his workouts (which he was doing most nights now). He had his own code to get into Tony's workshop, where he studied the schematics for his web shooters and shot off ideas for improvements, even making suggestions for the other Avengers. When Steve went to the park to do a little sketching, Peter tagged along with his new camera and gave her a test drive. Cassie visited more and more, whenever Scott swung by, always following Peter around. She was nice, and annoying, and clearly had a crush on him to the amusement of everyone but him. She didn't yet understand that he and Spider-Man were the same person, but that was okay. No one begrudged him when he put on his mask to avoid her for a while. He always made it up to her by playing hide and seek or sharing his snack.

"Can we watch My Little Pony?" Cassie asked, hopping onto the couch beside him.

"No way," Peter said, because he wasn't that nice.

Cassie had pouted until he tore a sheet out of his Avengers coloring book and gave it to her to color. Tony really liked having all of their merchandise around, everything from coloring books and comic books to posters and paintings to t shirts and slippers. It might have been a kiddie thing to do, but it calmed him to color while he watched TV. Cassie had a picture of Hawkeye aiming his arrow at the viewer. His outfit had purple in all the right places, but had substituted pink for black and made him a redhead rather than a brunet. To Peter, she'd scrawled in the upper lefthand corner in green crayon. From Cassie was in yellow at the bottom right corner, the C and two s's backwards. He'd only noticed it this morning stuffed in his backpack, and as they were walking out of lunch, Harry noticed it, too, and plucked it out.

"Ooh, who's Cas-sie?" Harry held the picture out in front of him, amused. "Gwen, you've got competition!"

"Cassie?" Gwen asked sharply, hurrying up alongside Harry and peeking at the picture.

Peter groaned. "She's just some kid."

"Aww, that's cute," Gwen cooed. She gave him such a soft look he didn't notice anything else until he ran face first into a locker.

"What a spaz," Liz giggled.

"Aww, c'mon, Lizzie," Harry said, reaching out to steady Peter. "You alright, buddy?"

"Yeah, yeah, I'm good," he said, hand hovering over his throbbing nose. Gwen hurried to his other side and took his face in her hands, offering his nose the gentlest of kisses. However careful she was, it stung, but it was totally worth it for the warmth that shot all the way down to the tips of his fingers and toes. The rest of the school disappeared and they were trapped inside of a toasty little bubble, just the two of them.

"Better?" she asked shyly.

"Much," he answered.

Harry was sticking his finger into his mouth, making barfing sounds that had Liz laughing and Mary Jane smiling against her will. Peter and Gwen blushed and their private bubble popped. Her hand slipped into his, so of course his hand was gross and sweaty. Even grosser and sweatier the longer he thought about it. She didn't seem to mind.

"So, do you babysit?" Gwen asked curiously.

"Nah. Well, kind of. She's...kind of like a cousin," Peter said.

"Ooh, part of the new fam-fam!" Liz said. "That's sweet."

"I still think she has a crush on you," Harry folded the picture back up and neatly placed it where he'd found it. Peter thought about telling him how right he was, but let it go. He was more interested on walking his own crush to class, tall and proud when his classmates noted their clasped hands. Flash Thompson gave him a dirty look, but for once didn't try to trip or shove him.

Once the news broke, he'd never try it again.

* * *

Clark Morris was only a year older than Peter, a year ahead of him at the same school. Peter saw him only rarely, and it was towards the end of the day that Peter caught him laughing and punching Flash's shoulder. Flash and Morris were friends, Peter realized. They were both bullies, and they were friends. The idea settled over him, haunting him the rest of the day. His homework sat there untouched while he gnawed on his eraser, eventually throwing the pencil down in frustration. "Hey, Tony?" he said, turning around to where the man was pacing behind the couch, fiddling with his tablet.

"Uh huh?"

"C-can I go to the home? The boy's home?" Peter asked. "I kinda wanna see my old friends."

Tony frowned and glanced down at his watch. "I have a meeting at eight, but Steve should be back soon."

"I...Well, can't I go on my own?" Peter asked. "I've been around the city on my own before."

Tony looked doubtful. "I don't know. Dinner's soon, and it's a school night."

"I won't be long," Peter was quick to promise. "I can eat with them and come back here. I just...wanna check on them, you know?"

Tony considered him a moment, eyes jumping from his tablet to the elevator, eventually settling back on Peter with an uncertain jerk of his head. "Go on. Keep your phone on you, just in case anything happens. Remember your curfew. Nine on the dot. You know Steve's a stickler for time."

"Yes, sir!" Peter said, jumping up. "Thanks!"

The traffic wasn't bad, so it ended up being a faster drive than a walk. With no time to waste, he hailed a cab and jumped inside. The closer they got, the slower time dragged and Peter shifted around in the backseat uncomfortably. "It's nothing," he muttered to himself. "Nothing, nothing, nothing..." His Spidey-sense was definitely tingling. Definitely. Damn it. Darn it. Darn it. He couldn't even curse in his own head. What if Steve developed mind-reading abilities? "Shoot," Peter huffed out. They were on the block now, and the sensation was getting worse. Knots twisted his stomach, and he couldn't sit still any longer. "Here's fine!" he said, throwing a wad of cash at the driver. The cab pulled to a stop and the driver counted the cash as Peter tugged off his hoodie and jeans, clumsily pulling his mask over his face. He forgot to bring his clothes with him, leaving them a heap on the floorboard. By the time he realized, the cab was already pulling away and Peter was jogging down the sidewalk.

The house was on fire. Mrs. Daigle stumbled down the front steps, coughing violently with Calvin and Teddy clinging to her hands as she shouted for someone to call 911. Jeff began ahead of her, but he had stopped midway down the steps, facing the house. Morris and Hennigan were shoving through, running down the steps, down the sidewalk, and away without once looking back. Peter had no way of knowing who was missing - not knowing who had come and gone since he'd left. There were only five boys outside, when they normally had upwards of ten.

"How many are still inside?" Peter demanded, patting his costume for his phone, then realizing he already had it in hand. He started to hand it to Mrs. Daigle, then thought better of it and gave it to Jeff. She was holding Calvin against her chest as he sobbed and clung to her dress. A younger boy Peter didn't know clung to her side tightly, his little arms sandwiched between her and Calvin. She had her hands full, and Jeff was the oldest of the boys. He could handle it.

"S-s-six," Jeff stammered. "I...I'm gonna - "

"No, stay, I'll get them," Peter promised. "Call 911, call the Avengers!"

"I don't know their number!" Jeff exclaimed, but Peter was already busting through the door. The smoke was heavy and black. Even through his mask it burned his eyes and he choked and hacked and shook his head to clear his focus. Squinting through the orange flames, spotting movement, he backed up and scanned the ceiling. The chances of him being able to go over the flames? Not good. Not good at all. "Hold on! I'm coming. Don't worry, I'm coming to get you!" He shot a web and pulled himself up. There was no other way. He had to try.

* * *

"Hey, boss," said FRIDAY. "There's something you should see."

"Little busy here, girl," Tony said, straightening his tie. The CEO expected him to look spiffy for these things. Pepper wasn't even his girlfriend anymore and she was still nagging him! Nag, nag, nag. Didn't she know he had a husband for that sort of thing? Also, what was it with this whole eight o'clock meeting thing? Eight AM, Eight PM, why couldn't they have a nice late morning meeting, or early afternoon meeting. No wasting his lunchtime or dinnertime or anytime, really. Why couldn't he just invent stuff and leave her the boring parts? Wasn't that why he had given her the company? "Whatcha need?"

The tablet resting on the bedside table began to buzz, screen lighting up. Brows furrowed, Tony crossed the room briskly. The local news station played live footage. Chris Rollins was reporting on a fire that had broken out at a local group home. Foul play was suspected. Six boys were still inside, and a masked stranger had gone in after them. Tony blinked. That building looked familiar. Masked man?

"Shiiiii-oot," Tony muttered. "Shoot, shoot, shoot." Tony fumbled around for his phone, locating it in the pocket of his discarded jeans. "FRIDAY, call Steve." The phone was already ringing the time he got it to his ear, and Steve picked up within two. Tony didn't give him time to answer. "Spider-Man alert. Code Spidey. Peter Parker is Spider-Man. Burning building."

"Wait, what?"

Tony huffed out a breath, quickly spilling out, "Peter wanted to go visit, I said yes, group home on fire, masked man rescuing six trapped boys. By masked man, I'm assuming they mean masked boy or masked idiot or masked dead meat."

"...Darn it!" Steve cursed as Tony tucked his tablet under one arm, rushing out of the door. "FRIDAY, ready Mark XLIX."

"On it," FRIDAY replied.

"On my way," Steve hung up.

"Love you, too, honeybear," Tony muttered, running straight to his workshop. He hadn't had to suit up in over a year, but he was still prepared for any emergency requiring his special skills. Rhodey was well and good, but you never knew when you'd need a Code Red and Gold (or Code Red, for short, but Tony stuck to the full name, because he was a classy kinda fella.) This was not a War Machine mission. Peter was out there, trying to play hero, and no way was Tony sitting on his behind while his son's life was in danger.

"Oh my God," Tony muttered as he watched the elevator doors close. "I'm a dad. I'm totally a dad."

"Good catch, boss."

* * *

Flash was having dinner down the street when the fire broke out, and like many concerned citizens, he rushed to the scene. Car horns and sirens were blaring, the crowd was spilling into the street, and the firetruck was trying to get by. Little boys were crying on the sidewalk, reporters shoving their way closer to the building, firefighters fighting their way past everyone else. Flash edged in closer, elbowing a small teenager out of his way. Flash wanted the best seat in the house, to catch all of the action, up close and personal.

Chris Rollins was speculating that old manager, Mr. Parsons, was behind the fire, though they were waiting to get word from the police. A small figure burst through the door, depositing a young boy beside one of the cameramen. The cameramen and reporter all whipped around to face him. Flash pushed his way to the right for a better look at him. It was a short, skinny dude in a red and blue costume with black designs and a spider on his chest. Little dude had to be a new hero! More eager than ever, Flash moved in behind one of the cameramen and warily eyed the building only a few yards away. Flash went to his tip-toes, something he didn't have to do often, to see the hero's startled jump.

"You, yes, you've been helping rescue the boys, isn't that right? What is your name?" Chris Rollins asked.

"Umm...Oh no. Crap. Um, hi." He laughed nervously and waved at the camera. "Well, they...uh...they call me Spider-Man. Actually, I called myself Spider-Man, and I introduce myself as Spider-Man, so yeah, they call me Spider-Man. And I...Oh." He pointed his finger around at the surrounding boys and slapped his hand to his forehead. "Oops. Missed one. BRB!" And the guy, literally, shot string out of his hand and went swinging back into the building through a broken window.

The crowd was buzzing with the news of Spider-Man, and Flash gaped at the building where the new hero had disappeared. He was kinda scrawny for a hero, but Flash was impressed. "That is too cool."

* * *

Peter was a little dizzy and a lot hot. Like, super freaking hot. Was there a fire in here? Ha. Oh wait. There was. Three of the boys had been snacking in the kitchen together, near the start of the fire. The tallest was trying to steel himself to reach across for the fire extinguisher, but it was too far away, too near the flames, for them to reach. They had been first. Two had been doing homework together at the dining room table, and they'd been next. Three and two made five, which meant there was one more, if Jeff was correct. Peter just had to find him.

"Hello? Hi, my name is Spider-Man. I'm here to help you!" Peter called out. "C'mob, man. Work with me. Marco!...Ugh. Okay, try this: 'when I say Hillshire, you say Farm. Hillshire!'"

"Farm," coughed a weak voice.

"Go meat!" Peter jumped, shot his webs, and swung up high. Legs kicked up high, just barely missing the fire and he landed neatly on the other side. "Hot!" he hissed, rubbing his butt. At least he wasn't on fire. Yet. Peter crossed his fingers and turned in a circle. "Marco?"

"...Polo?" A head poked out from the closet and Peter breathed in relief. Then choked on it. The boy squinted at him. "What's a Spider-Man?"

"Human child, abandoned in the wilderness. Found by spiders in dire need of an heir," he explained dramatically. The boy just sort of blinked stupidly at him and Peter sighed. "Note to self: do not write stories. You are very bad at it."

The "boy" was older than Peter, and taller than Peter, so carrying him was not happening. (Weight thing, though, so not a problem, as he could lift six tons, heck yeah!) The others had been easier, nearer an exit, but the fire was spreading and debris was falling and Peter's strength was wearing. He looked around for an out, mentally grasping for a plan, any plan. He could bind the boy in his webs and try to pull him along the ceiling, but Peter wasn't sure they'd hold up under this heat. The fire was getting so high, starting to reach the second floor. Any plan for getting to the second floor and jumping out of a window was out. The older boy coughed and Peter's throat itched in sympathy until he was coughing as well. Coughing and coughing until he couldn't until his lungs felt like deflating balloons. Oh God, his lungs had holes in them. The older boy stumbled away as Peter sank to his knees. Had to stay awake, had to get moving...

Strong arms were around him, and he was being lifted up. Loud voices. He was in the grass, hacking up sour bile. A hand was slapping his back. He rolled onto his side and vomit was already spraying up into his nose as he yanked the mask over his mouth. Nostrils burned, his throat burned, coughing and choking and forgetting how to breathe. His body curled up painfully as he retched right under the glaring lights of the camera crew. Great. Just great. First public appearance as Spider-Man, and he was throwing up everywhere.

"Spider-Man, can you tell us what happened here?" the reporter was asking, shoving a mic into his face.

"House fire," Peter wheezed, shakily pushing up to his knees.

"Leave him alone!" fussed Mrs. Daigle. "He needs to get to the ambulance." She threw her arms around him and kissed a clean area of his cheek. "Thank you, Spider-Man."

"Here, man," Jeff said, handing him his phone before Mrs. Daigle led him to the ambulance. Like heck he was going there! Spider-Man turned on his heel and walked away from the scene. Mrs. Daigle called after him. The firemen were already inside handling the fire. Peter assumed one of them had gotten him out. They'd get the other boy out if they hadn't already, but he lingered until he spotted the tall, lanky teen with reddish-blond cornrows. Now at ease, he reminded himself that he'd done his part. Bruce could take care of him back at the tower, no need to go and blow his cover so soon by going to the hospital. He coughed a little more, but breathing was a little easier as he checked his phone. Dread he felt at the prospect of having to call Tony was replaced by concern when he saw that Gwen had called. Ten times in a half hour. For such a short period of time, that was extreme. Peter ran, hailing a cab while returning her call.

"Thank God, Peter, where were you?" Gwen hissed.

"Sorry, uh, busy. What's wrong?"

"It's MJ. You have to hurry. Do you know where she lives?" Gwen whispered quickly.

"No? No, I don't. What's wrong?"

"It's her dad, he's...He's really mean, Peter. You know the Avengers, don't you? Can you call them? Fast, please, get them to go save her."

"Are you with her now, Gwen?" Peter asked, shaking his fist at a cab that sped past him. It would take just one little finger (but what if Steve could see him? Cameras were all over the city, and Tony could hack them, and Steve would see him flipping off a cabbie, and he'd be do disappointed in him) to show him.

"No, kinda, I'm across the street. I didn't want to just leave," Gwen explained. "But I was too scared to stay. Please, will they come? They have to hurry!"

"We'll save her, don't worry, Gwen. What's the address?" He didn't have a pen, so he repeated the address under his breath when Gwen fed it to him. "Okay, sit tight. Won't be long." The Watson residence was only a few miles away and there was no time to call anyone else. He continued repeating the address under his breath, jumping out in front of a cab, arms outstretched. The cabbie slammed on his breaks, car stopping not even an inch from his trembling legs. Peter spat out the address when he flung himself into the backseat. He whispered it to himself even as the cabbie drove away, staring at the back of the driver's seat until none of the shapes or colors made sense. Mary Jane needed him. Everything else could wait.

* * *

The fire was nearly out by the time Iron Man landed in the front yard. Three different cameras turned to him and Chris Rollins stomped over to him with a winning smile. "Iron Man! Someone else already saved the day. Is Spider-Man an Avenger in training?"

Tony turned his head from side to side, but Steve was nowhere to be found. Not yet. "Where's Spider-Man?"

"He ran off after he was rescued by a fireman," the reporter explained. "You haven't been in your armor in quite a while, Iron Man. Is Spider-Man the reason you came out? I wasn't aware Avengers did house calls."

Tony thought he should be offended, but was too worried to play his games. Peter had been pulled out of the house by a fireman. That didn't mean anything had been wrong with him, other than the fireman pulling out whoever he found. On the other hand, maybe he'd needed the help. "What do you mean, he's gone?" Tony cursed and stomped away, searching the streets for his husband. After a few minutes he saw him, all dolled up in his Captain America garb. Steve jogged to him immediately.

"Is he okay?" Steve asked breathlessly.

"I assume so, since he ran off," Tony snapped. "FRIDAY, call Peter."

Steve checked on the progress of the house while Tony counted each ring of the phone. His heart was erratic, lungs not getting enough air. Every sense was heightened, alert, muscles twitching to every movement around him. A boy who looked like Peter was slouching across the yard and Tony started towards him until his red hood slipped and shaggy brown hair spilled out. His face was thinner than Peter's, and he was an inch or so taller. Tony stopped and muttered under his breath, "C'mon, c'mon..."

The voice mail message played for the third time when Steve returned to him. Tony shook his head in response to the unspoken question. "FRIDAY, track Peter's phone."

"You can't get ahold of him?" Steve didn't look at Tony as he spoke, eyes constantly jumping across their surroundings. "Did he go home? He likely needs a hospital, Tony. The home manager said he refused the ambulance."

A map of the city materialized in a grid before his eyes, a flashing teal light on the move. Coordinates appeared to the right. Tony's jaw tightened. "No. I don't know where he's going, but we're about to find out. Hop on, Cap."

One metal arm extended and Steve moved into him, taking the position they'd practiced a million times. One foot on Tony's, one arm mimicking his, wrapping around his middle. Everyone was watching as they shot up into the air. People cheered, but they weren't the heroes tonight. Tonight, they were parents. No one knew that, and no one noticed the real heroes still hard at work behind them.

"He is so grounded."


End file.
